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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):
February 10, 2026
Silicon Valley Acquisition Corp.
(Exact name of registrant as specified in its charter)
| Cayman Islands |
|
001-43030 |
|
N/A |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
228
Hamilton Avenue, 3rd
Floor
Palo Alto,
California |
|
94301 |
| (Address of principal executive offices) |
|
(Zip Code) |
(650)
206-8315
(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
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(s) |
|
Name of each exchange on which registered |
| Units, each consisting of one Class A Ordinary Share and one-half of one redeemable warrant |
|
SVAQU |
|
The Nasdaq Stock Market LLC |
| Class A Ordinary Shares, par value $0.0001 per share |
|
SVAQ |
|
The Nasdaq Stock Market LLC |
| Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
SVAQW |
|
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 February 10, 2026, Silicon Valley Acquisition
Corp. (the “Company”) announced that the holders of the Company’s units sold in the Company’s initial public
offering (the “Units”) may elect to separately trade the Class A ordinary shares, par value $0.0001 per share (the
“Class A ordinary shares”), and warrants (the “Warrants”) included in the Units commencing on February
12, 2026. Each Unit consists of one Class A ordinary share, and one-half of one redeemable Warrant, each
whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share at an exercise price of $11.50 per share, subject
to adjustment. Any Units not separated will continue to trade on the Nasdaq Global Market (“Nasdaq”) under the symbol
“SVAQU”. Any underlying Class A ordinary shares and Warrants that are separated will trade on Nasdaq under the symbols “SVAQ”
and “SVAQW”, respectively. Holders of Units will need to have their brokers contact Equiniti Trust Company, LLC, the Company’s
transfer agent, in order to separate the holders’ Units into Class A ordinary shares and Warrants.
A copy of the press release issued by the Company
announcing the separate trading of the securities underlying the Units is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 |
| Press Release dated February 10, 2026 |
SIGNATURE
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.
| |
SILICON VALLEY ACQUISITION CORP. |
| |
|
|
| |
By: |
/s/ Dan Nash |
| |
|
Name: |
Dan Nash |
| |
|
Title: |
Chief Executive Officer |
Date: February 10, 2026
Exhibit 99.1
Silicon Valley Acquisition Corp. Announces the Separate Trading
of Its Class A Ordinary Shares and Warrants, Commencing on February 12, 2026
New York, NY, February 10, 2026 –
Silicon Valley Acquisition Corp. (Nasdaq: SVAQU) (the “Company”) today announced that, commencing on February 12, 2026,
holders of the units (the “Units”) sold in the Company’s initial public offering may elect to separately trade
the Company’s Class A ordinary shares (the “Ordinary Shares”) and warrants (the “Warrants”)
included in the Units.
The Ordinary Shares and Warrants received from
the separated Units will trade on the Nasdaq Global Market (“Nasdaq”) under the symbols “SVAQ” and “SVAQW”,
respectively. Units that are not separated will continue to trade on Nasdaq under the symbol “SVAQU”. Holders of Units will
need to have their brokers contact Equiniti Trust Company, LLC, the Company’s transfer agent, in order to separate the Units into
Ordinary Shares and Warrants.
The Company was formed for the purpose of effecting a merger, share
exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses.
The Company may pursue an initial business combination opportunity in any industry or sector but intends to focus on target businesses
in the fintech, crypto/digital assets, AI-driven infrastructure, energy transition, auto/mobility, technology, consumer, healthcare and
mining industries.
The Units were initially offered by the Company
in an underwritten offering. Clear Street LLC, acted as sole book-running manager. Copies of the prospectus relating to the offering
may be obtained from Clear Street LLC, Attn: Syndicate Department, 150 Greenwich Street, 45th floor, New York, NY 10007, by email at ecm@clearstreet.io.
The registration statement relating to the securities
of the Company became effective on December 22, 2025. This press release shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation, or
sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Forward Looking Statements
This press release contains statements that constitute
“forward-looking statements” that involve risks and uncertainties. Forward-looking statements are statements that are not
historical facts. Forward-looking statements are subject to numerous risks and uncertainties, many of which are beyond the control of
the Company, including those set forth in the Risk Factors section of the Company’s registration statement and final prospectus
for the Company’s initial public offering filed with the U.S. Securities and Exchange Commission (the “SEC”),
which could cause actual results to differ from forward-looking statements. Copies of these documents are available on the SEC’s
website, at www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this
release, except as required by law. No assurance can be given that the Company will ultimately complete a business combination transaction.
Contact
Crocker Coulson, AUM Advisors
crocker.coulson@aumadvisors.com
+1 (646) 652-7185
