Ribbon Acquisition Corp. (RIBB) extends SPAC deadline and restores full Nasdaq compliance

(High)

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Ribbon Acquisition Corp. deposited $125,000 into its trust account to extend the deadline to complete its initial business combination by one month, moving the date from June 15, 2026 to July 15, 2026. This payment supports continued efforts to find and close a suitable merger target.

The company also received a notice from Nasdaq on June 9, 2026 confirming it has regained compliance with Nasdaq Listing Rule 5250(f) after paying a past due fee balance. Ribbon Acquisition is now in compliance with all applicable Nasdaq continued listing requirements, resolving the earlier non-compliance previously disclosed.

Insights

Ribbon extends its SPAC timeline and restores Nasdaq compliance.

Ribbon Acquisition Corp. deposited an $125,000 extension payment into its trust account, pushing its initial business combination deadline from June 15, 2026 to July 15, 2026. This keeps its special purpose acquisition structure active for at least one more month.

The filing also notes that Nasdaq confirmed the company has regained compliance with Listing Rule 5250(f) after settlement of a past due fee balance. This removes an immediate listing risk and means the Class A shares, units and rights continue to meet Nasdaq’s ongoing requirements.

The overall impact is administrative rather than transformational. The extension slightly lengthens the window to complete a deal, and restored compliance stabilizes the trading venue. Future filings will determine whether a business combination is actually identified and executed within the extended timeframe.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Extension Payment: $125,000 Extension period: 1 month Original deadline: June 15, 2026 +2 more

5 metrics

Extension Payment $125,000 Deposited into trust account to extend deadline

Extension period 1 month Business combination deadline extension duration

Original deadline June 15, 2026 Initial business combination deadline before extension

New deadline July 15, 2026 Initial business combination deadline after extension

Nasdaq rule Rule 5250(f) Listing rule with which compliance was regained

Key Terms

trust account, initial business combination, Nasdaq Listing Rule 5250(f), continued listing requirements, +1 more

5 terms

trust account financial

"An aggregate of $125,000 (the “Extension Payment”) has been deposited into the trust account of Ribbon Acquisition Corp."

A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.

initial business combination financial

"which enables the Company to further extend the period of time it has to consummate its initial business combination by one month"

An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.

Nasdaq Listing Rule 5250(f) regulatory

"notifying the Company that it has regained compliance with Nasdaq Listing Rule 5250(f) following the payment of its past due fee balance"

A Nasdaq listing rule that requires publicly traded companies to promptly notify the exchange if they fail to file required periodic reports, such as quarterly or annual financial statements. For investors, this is like a public warning light indicating a company missed a scheduled update; it matters because missed filings can signal operational, accounting or governance problems and may trigger regulatory scrutiny or delisting, increasing investment risk.

continued listing requirements regulatory

"the Company is now in compliance with all applicable Nasdaq continued listing requirements"

Rules a stock exchange sets that a publicly traded company must keep meeting to stay listed and tradable on that exchange, such as minimum share price, market value, timely financial reports, and basic governance practices. Like a club’s membership rules, they matter because falling short can lead to warnings, penalties or removal from the exchange, which can cut liquidity, hurt share value and increase the risk for investors.

emerging growth company regulatory

"Emerging growth company Securities registered pursuant to Section 12(b) of the Act"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →

Available on EDGAR 06/10/2026 - 04:17 PM Accepted by SEC EDGAR 06/10/2026 - 04:16 PM

FAQ

What did Ribbon Acquisition Corp. (RIBB) announce in this 8-K?

Ribbon Acquisition Corp. reported a $125,000 deposit into its trust account to extend its initial business combination deadline by one month and disclosed that it has regained full compliance with all applicable Nasdaq continued listing requirements after resolving a past due fee balance.

How long did RIBB extend its initial business combination deadline?

Ribbon Acquisition Corp. extended its initial business combination deadline by one month, moving the date from June 15, 2026 to July 15, 2026. This short extension gives the SPAC additional time to identify and close a suitable merger transaction.

How much did Ribbon Acquisition Corp. pay for the extension?

Ribbon Acquisition Corp. deposited an extension payment of $125,000 into its trust account for public shareholders. This amount funds a one-month extension of the time period the SPAC has to complete its initial business combination under its governing documents.

What Nasdaq listing issue did RIBB resolve?

Ribbon Acquisition Corp. received a letter from Nasdaq confirming it regained compliance with Nasdaq Listing Rule 5250(f). Compliance was restored after the company paid its past due fee balance, resolving a previously disclosed non-compliance matter related to Nasdaq’s continued listing standards.

Is Ribbon Acquisition Corp. currently in compliance with all Nasdaq requirements?

Yes. Following Nasdaq’s letter dated June 9, 2026, Ribbon Acquisition Corp. is in compliance with Nasdaq Listing Rule 5250(f) and all applicable continued listing requirements. This means its Class A ordinary shares, units and rights remain listed on The Nasdaq Stock Market LLC.

Which securities of Ribbon Acquisition Corp. are listed on Nasdaq?

Ribbon Acquisition Corp. lists three securities on Nasdaq: Class A ordinary shares with a par value of $0.0001 per share under symbol RIBB, units under symbol RIBBU, and rights under symbol RIBBR. All currently meet Nasdaq’s continued listing standards per the latest notice.

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

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

Ribbon Acquisition Corp. (RIBB) extends SPAC deadline and restores full Nasdaq compliance

Rhea-AI Filing Summary

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