[8-K] STARRY SEA ACQUISITION CORP Reports Material Event

Rhea-AI Filing Summary

STARRY SEA ACQUISITION CORP (SSEAU) filed an 8-K reporting that holders of the companys IPO Units may elect to separately trade the underlying Ordinary Shares and Rights, with separate trading expected to begin on or about October 2, 2025. The filing references a press release dated October 1, 2025 as Exhibit 99.1 announcing the change. The disclosure is procedural: it notifies investors that the bundled IPO Units issued at offering will be unbundled for separate trading, and identifies the effective timing for market participants to trade the component securities.

Positive

• Separate trading scheduled for Oct 2, 2025 provides a clear timeline for market liquidity
• Press release dated Oct 1, 2025 included as Exhibit 99.1, documenting the announcement

Negative

• None.

Insights

Corporate Actions Analyst

Separate trading of Units into Ordinary Shares and Rights set for Oct 2, 2025.

The filing confirms that holders of the IPO Units may elect to split and trade the component Ordinary Shares and Rights separately beginning on or about October 2, 2025. This is a routine administrative market event following an SPAC or unit IPO structure and is being announced via a press release dated October 1, 2025 (Exhibit 99.1).

Why it matters: separate trading changes how liquidity and price discovery occur for the component securities because market participants can buy or sell the Ordinary Shares or Rights independently rather than as bundled Units. The filing provides a clear date for market operations but does not include transactional details such as conversion mechanics, exercise prices, or impacts on outstanding share counts.

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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 (Date of earliest event reported): October 1, 2025

STARRY SEA ACQUISITION CORP

(Exact name of registrant as specified in its charter)

Cayman Islands		001-42768		N/A00-0000000
(State or other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification Number)

418 Broadway #7531
Albany, NY, 12207

(Address of principal executive offices)

(646) 750-8895

(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:

☐ 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))

Securities registered pursuant to Section 12(b) of the Act.

Title of each class		Trading Symbol		Name of each exchange on which registered
Units, consisting of one Ordinary Share, $0.0001 par value, and one Right to acquire one-sixth of one Ordinary Share		SSEAU		The Nasdaq Stock Market LLC
Ordinary Shares, par value $0.0001 per share		SSEA		The Nasdaq Stock Market LLC
Rights, each whole right to acquire one-sixth of one Ordinary Share		SSEAR		The Nasdaq Stock Market LLC

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. ☐

Item 8.01. Other Events.

On October 1, 2025, Starry Sea Acquisition Corp (the “Company”) announced that holders of the Company’s units sold in the Company’s initial public offering (the “Units”) may elect to separately trade the ordinary shares, par value $0.0001 per share (the “Ordinary Shares”) and rights (the “Rights”) included in the Units, with such trading to commence on or about October 2, 2025.

The Ordinary Shares and Rights that are separated will begin separate trading on the Nasdaq Capital Market (“Nasdaq”) under the symbols “SSEA” and “SSEAR,” respectively. Units not separated will continue to trade on Nasdaq under the symbol “SSEAU.” Holders of units will need to have their brokers contact the Company’s transfer agent, Transhare Corporation, in order to separate the holders’ Units into Ordinary Shares and Rights.

On October 1, 2025, the Company issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing the separate trading of the Ordinary Shares and Rights underlying the Units.

Item 9.01 Financial Statement and Exhibits.

(d) Exhibits

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release, dated October 1, 2025
104		Cover Page Interactive Data File (formatted as Inline XBRL)

1

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.

	STARRY SEA ACQUISITION CORP
	By:	/s/ Yan Liang
	Name:	Yan Liang
	Title:	Chief Executive Officer
Date: October 1, 2025

2

FAQ

What did STARRY SEA ACQUISITION CORP (SSEAU) announce in the 8-K?

The company announced that holders of IPO Units may elect to separately trade the underlying Ordinary Shares and Rights, with separate trading to commence on or about October 2, 2025.

When will SSEAUs Ordinary Shares and Rights begin separate trading?

The filing states separate trading is expected to begin on or about October 2, 2025.

Is there a press release for this SSEAU filing?

Yes. The filing references a press release dated October 1, 2025 filed as Exhibit 99.1 announcing the separate trading.

Does the 8-K describe conversion mechanics or pricing for the Rights?

No. The 8-K notification only announces separate trading timing and cites the press release; it does not provide details on conversion mechanics, exercise prices, or changes to outstanding counts.

Does the filing indicate this is mandatory or elective for holders?

The filing states holders "may elect" to separately trade the Ordinary Shares and Rights, indicating an election rather than an automatic split.