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SIM Acquisition Corp. I files an amended Schedule 13G/A reporting beneficial ownership of 7,526,669 founder Class B ordinary shares. The filing states those Class B shares convert one-for-one into Class A ordinary shares and represent 24.7% of Class A shares outstanding on November 13, 2025 assuming conversion. The Schedule discloses that, following purchases of membership interests in the sponsor, the Buyers now own all sponsor membership interests and that Eric Newman is the managing member with voting and investment discretion over the reported shares.
SIM Acquisition Corp. I reported an administrative change in the control of its sponsor entity rather than a traditional buy or sell of shares. The Form 4 shows a code J "other" transaction involving Class B ordinary shares, with 7,526,669 Class B ordinary shares reported as held directly after the event.
Footnotes explain that on January 28, 2026, certain accredited investors acquired all membership interests in SIM Sponsor 1 LLC and in Conroy Partners LLC, the sponsor’s managing member. As a result, Eric Newman became the manager of Conroy Partners LLC and now holds voting and investment discretion over the ordinary shares held of record by the sponsor, and may be deemed to beneficially own those securities to the extent of his pecuniary interest, which he otherwise disclaims.
The filing also notes that the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer’s initial business combination, or earlier at the holder’s option, on a one-for-one basis, subject to adjustments, and that these Class B shares have no expiration date.
Acquisition Corp. I filed an initial insider ownership report for its Chief Executive Officer, Christopher Franklin Devall. The filing states that, as of the reported event date, the CEO beneficially owns no shares or derivative securities of Acquisition Corp. I.
Acquisition Corp. I reported several changes tied to a sponsor ownership transition, including revised underwriting fees, leadership turnover and new board appointments. The company and its sponsor agreed with Cantor Fitzgerald to replace the original deferred underwriting commission of $10,950,000 with a cash fee equal to 1.5% of the amounts released from the trust account at the initial business combination closing, with Cantor able to demand the original fee if the reduced fee is not fully paid.
The company terminated its Administrative Services Agreement with an affiliate of the sponsor, with all accrued obligations under that agreement waived. In connection with a sponsor acquisition, the chairman/CEO and two directors resigned, a new CEO, Christopher Devall, was appointed, and four new directors are slated to join following the mailing of a Schedule 14F-1. Accredited investors now own all membership interests in the sponsor, and the sponsor acquired 2,000,000 private placement warrants from Cantor.
SIM Acquisition Corp. I reported that director Janine Grasso resigned from its board on September 4, 2025. She also stepped down from the company’s audit and compensation committees, and the change was effective immediately.
The resignation was described as being for personal reasons and not the result of any disagreement with the company’s operations, policies or practices. SIM Acquisition Corp. I stated that it intends to seek a new director who will qualify as an independent director under the corporate governance standards of The Nasdaq Stock Market.
Karpus Management, Inc. reports beneficial ownership of 1,917,889 shares of SIM Acquisition Corp. I common stock, representing 6.25% of the class. The shares are held in accounts managed by Karpus and the filing states Karpus has sole voting and sole dispositive power over these shares. Karpus identifies itself as a registered investment adviser organized in New York and notes that it is controlled by City of London Investment Group plc but maintains informational barriers so voting and investment decisions are exercised independently. The filing indicates the holdings are in the ordinary course of business and not intended to influence control of the issuer.
Westchester Capital Management, LLC reports beneficial ownership of 1,224,987 Class A ordinary shares of SIM Acquisition Corp. I, representing 5.33% of the outstanding class. The Schedule 13G shows the position is held on behalf of client funds for which Westchester serves as sub-advisor, including The Merger Fund, The Merger Fund VL, Virtus Westchester Credit Event Fund and JNL Multi-Manager Alternative Fund. Voting and disposition powers are split between 76,895 shares held with sole power and 1,148,092 shares held with shared power. Westchester certifies the securities are held in the ordinary course of business and not for the purpose of changing or influencing control.
MMCAP International Inc. SPC and MM Asset Management Inc. report beneficial ownership of 980,000 Class A ordinary shares of SIM Acquisition Corp. I, representing 4.26% of the class. The filers disclose shared voting and shared dispositive power over the 980,000 shares and no sole voting or dispositive power. The filing is a Schedule 13G amendment and includes a certification that the securities were not acquired to change or influence control of the issuer. The disclosure clarifies these entities’ non-controlling, reported stake in the company.
Barclays PLC reported beneficial ownership of 987,436 shares of SIM Acquisition Corp. I common stock, equal to 4.29% of the class. The filing states Barclays has sole voting and dispositive power over these shares, meaning it controls voting and disposition decisions for this position.
The Schedule 13G/A (Amendment No. 2) indicates the shares were acquired in the ordinary course of business and not to change or influence control. The filing identifies Barclays Bank PLC as the subsidiary that acquired the securities. This disclosure documents a non-controlling, sub-5% stake rather than a strategic control position.