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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: June 10, 2026
Ribbon Acquisition
Corp.
(Exact Name of Registrant as Specified in its Charter)
| Cayman Islands |
|
001-42474 |
|
N/A |
|
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
|
Central Park Tower LaTour Shinjuku, Room 3001,
6-15-1 Nishi Shinjuku, Shinjuku-ku, Tokyo 160-0023,
Japan |
|
160-0023 |
| (Address of principal executive offices) |
|
(Zip Code) |
+81 90-8508-3462
(Registrant’s telephone
number, including area code)
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Class
A Ordinary Shares Ordinary shares, par value $0.0001 per share |
|
RIBB |
|
The Nasdaq Stock Market LLC |
| Units |
|
RIBBU |
|
The Nasdaq Stock Market LLC |
| Rights |
|
RIBBR |
|
The Nasdaq Stock Market LLC |
ITEM 8.01. Other Events.
An
aggregate of $125,000 (the “Extension Payment”) has been deposited into the trust account of Ribbon Acquisition Corp.
(the “Company”) for its public shareholders, which enables the Company to further extend the period of time it has to
consummate its initial business combination by one month (the “Extension”) from June 15, 2026 to July 15, 2026.
On June 9, 2026, the Company
received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company
that it has regained compliance with Nasdaq Listing Rule 5250(f) following the payment of its past due fee balance. Accordingly, the matter
described in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 5, 2026, regarding
its non-compliance with Nasdaq Listing Rule 5250(f) has been resolved, and the Company is now in compliance with all applicable Nasdaq
continued listing requirements.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
June 10, 2026
| Ribbon Acquisition Corp. |
|
| |
|
| By: |
/s/ Angshuman (Bubai) Ghosh |
|
| Name: |
Angshuman (Bubai) Ghosh |
|
| Title: |
Chief Executive Officer |
|