Stellar V Capital wins approval to extend deal deadline

Stellar V Capital Corp. (SVCC) shareholders approved extending the Combination Period from October 31, 2026, to July 31, 2027, or an earlier date determined by the board of directors.

Available on EDGAR 10/29/2026 - 04:36 PM EDT Accepted by SEC EDGAR 10/29/2026 - 04:35 PM EDT

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Form Type

8-K

Rhea-AI Filing Summary

Stellar V Capital Corp. (SVCC) shareholders approved extending the Combination Period from October 31, 2026, to July 31, 2027, or an earlier date determined by the board of directors. The approval occurred at the company’s annual general meeting on October 29, 2026.

SVCC also entered into Non-Redemption Agreements with shareholders. If an investor held Investor Shares as of 5:30 p.m. New York time on October 29, 2026, did not exercise redemption rights for those shares or validly rescinded an exercise, the extension amendment was approved, SVCC meets the continued or initial listing requirements to be listed on a national securities exchange following the meeting, and the extension is implemented, SVCC will issue the investor, immediately after closing its initial business combination, one Class A ordinary share for every five Investor Shares, for no additional consideration. The agreements were intended to increase funds remaining in the trust account after the meeting and terminate upon the earliest of failed shareholder approval, fulfillment of obligations, liquidation or dissolution, mutual written agreement, or the investor’s exercise of redemption rights.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Combination Period extension end date: July 31, 2027 Non-redemption agreement share issuance: 1 Class A ordinary share for every 5 Investor Shares Investor Shares holding time: 5:30 p.m., New York time

3 metrics

Combination Period extension end date July 31, 2027 Or an earlier date determined by the board; the prior end date was October 31, 2026.

Non-redemption agreement share issuance 1 Class A ordinary share for every 5 Investor Shares Issued immediately after the initial business combination closes, subject to the agreements’ conditions and for no additional consideration.

Investor Shares holding time 5:30 p.m., New York time Investor Shares must be held as of this time on October 29, 2026, for the stated agreement condition.

Key Terms

Combination Period, Non-Redemption Agreements, Investor Shares, redemption rights

4 terms

Combination Period financial

"extend the end of the Combination Period"

Non-Redemption Agreements financial

"Pursuant to the Non-Redemption Agreements"

A non-redemption agreement is a contract in which a security holder agrees not to demand repayment, cashing out, or forced buyback of their shares or debt for a set period. Think of it like agreeing to leave money in a shared pot rather than asking for your portion back immediately; it preserves company cash flow and reduces near-term liabilities. Investors care because it affects a company’s short-term liquidity, the timing of potential payouts, and the predictability of future ownership or debt levels.

Investor Shares financial

"an Investor holds Investor Shares"

redemption rights financial

"exercise its redemption rights"

Redemption rights are contractual provisions that allow a holder of a security—such as preferred shares, bonds, or certain fund units—to require the issuer to buy back the security under specified conditions, often at a set price or by a defined formula. For investors they act like a return policy that offers a forced exit or downside protection, affecting a security’s value, liquidity and the issuer’s cash planning.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is SVCC’s new business-combination deadline?

Shareholders approved extending SVCC’s Combination Period to July 31, 2027, or an earlier date determined by the board, from October 31, 2026, at the October 29, 2026 annual general meeting.

What can SVCC investors receive under the non-redemption agreements?

An investor who held Investor Shares at 5:30 p.m. New York time on October 29, 2026, and did not exercise or validly rescinded redemption rights may receive one Class A ordinary share for every five Investor Shares, for no additional consideration, immediately after the initial business combination closes, if the extension is implemented, the extension amendment is approved, and SVCC meets the continued or initial listing requirements to be listed on a national securities exchange following the meeting.

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

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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

October 29, 2026

Date of Report (Date of earliest event reported)

Stellar V Capital Corp.

(Exact Name of Registrant as Specified in its Charter)

Cayman Islands

001-42496

N/A

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer
Identification No.)

230 Park Avenue, Suite 1540

New York, NY

10169

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (212) 661-7566

N/A

(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

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under 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, par value $0.0001 per share	SVCC	The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share	SVCCW	The Nasdaq Stock Market LLC
Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant	SVCCU	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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 1.01 Entry into a Material Definitive Agreement.

On October 29, 2026, Stellar V Capital Corp., a Cayman Islands exempted company (the “Company”), held an annual general meeting of shareholders (the “Meeting” or “AGM”). The Company’s amended and restated memorandum and articles of association (the “Articles”) provide that the Company initially had until October 31, 2026 (the date that was 21 months after the consummation of the Company’s initial public offering on January 31, 2025 (the “IPO”)) to complete a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (such period, the “Combination Period”). On October 29, 2026, at the Meeting, the Company’s shareholders approved, among other things, an amendment to the Articles (the “Extension Amendment”) to extend the end of the Combination Period from October 31, 2026 to July 31, 2027, or such earlier date as determined by the Company’s board of directors.

In connection with the Meeting, the Company entered into agreements (collectively, the “Non-Redemption Agreements”) with a number of shareholders of the Company (each, an “Investor”). Pursuant to the Non-Redemption Agreements, if (a) as of 5:30 PM, New York time, on the date of the Meeting, an Investor holds Investor Shares (as defined in the Non-Redemption Agreement), (b) Investor did not or does not exercise (or exercised and validly rescinds) its redemption rights with respect to such Investor Shares in connection with the Meeting, (c) the Extension Amendment is approved at the Meeting and the Company meets the continued or initial listing requirements to be listed on a national securities exchange following the Meeting, and (d) the Company implements the extension of the Combination Period, then the Company will, immediately after the closing of its initial business combination, issue or cause to be issued to Investor for no additional consideration one Company Class A Ordinary Share for every five Investor Shares held by the Investor.

Each Non-Redemption Agreement shall terminate on the earliest of (i) the failure of the Company’s shareholders to approve the Extension Amendment at the AGM, (ii) the fulfillment of all obligations of the parties under the Non-Redemption Agreement, (iii) the liquidation or dissolution of the Company, (iv) the mutual written agreement of the parties to the Non-Redemption Agreement, and (v) the exercise by an Investor of its redemption rights with respect to the Non-Redeemed Shares.

The Non-Redemption Agreements were intended to increase the amount of funds that remain in the Company’s trust account established in connection with the Company’s initial public offering following the AGM.

The foregoing summary of the Non-Redemption Agreements does not purport to be complete and is qualified in its entirety by reference to the form of Non-Redemption Agreement attached hereto as Exhibit 10.1, which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit		Description
10.1		Form of Non-Redemption Agreement.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Dated: October 29, 2026

	Stellar V Capital Corp.

	By:	/s/ Prokopios (Akis) Tsirigakis
	Name:	Prokopios (Akis) Tsirigakis
	Title:	Co-Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

EX-10.1 FORM OF NON-REDEMPTION AGREEMENT 80.8 KB