United Acquisition Corp. I (NYSE: UAC) raises $1.8M from over-allotment and private placements

Rhea-AI Filing Summary

United Acquisition Corp. I reported that its underwriters partially exercised their over-allotment option on February 12, 2026, leading to the sale of 182,300 additional units at $10.00 per unit, for gross proceeds of $1,823,000.

Each unit consists of one Class A ordinary share and one-quarter of one redeemable warrant. The company also completed a related private placement of 2,280 private placement units for $22,800 and 6,060 private placement warrants for $4,545. After these transactions, a total of $101,823,000 from the initial public offering and private placements was held in the trust account, and 10,182,300 Class A shares were subject to possible redemption at $10.00 per share.

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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 12, 2026

United Acquisition Corp. I
(Exact name of registrant as specified in its charter)

Cayman Islands		001-43084		N/A 00-0000000
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

7100 W. Camino Real, Suite 302-48 Boca Raton, Florida		33433
(Address of principal executive offices)		(Zip Code)

(212) 847-3248
(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(s)		Name of each exchange on which registered
Units, each consisting of one Class A ordinary share and one-quarter of one redeemable warrant		UACU		NYSE American LLC
Class A ordinary shares, par value $0.0001 per share		UAC		NYSE American LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50		UACW		NYSE American 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.

As previously reported on a Current Report on Form 8-K of United Acquisition Corp. I (the “Company”), dated February 12, 2026, on February 12, 2026, in connection with the underwriters of the Company’s initial public offering partially exercising their option to purchase additional units, the Company completed the issuance and sale of 182,300 units, each consisting of one Class A ordinary share, par value $0.0001 per share, and one-quarter of one redeemable warrant (the “Option Units”), at a public offering price of $10.00 per Option Unit, generating gross proceeds of $1,823,000. Also on February 12, 2026, in connection with the sale of the Option Units, the Company consummated the private placement of 457 units to United Acquisition SPAC LLC (the “Sponsor”) and 1,823 units to the underwriters (collectively, the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, and the private placement of 6,060 warrants to the Sponsor (the “Private Placement Warrants”) at a price of $0.75 per Private Placement Warrant, generating gross proceeds of $27,345 (the “Option Private Placement”). An unaudited pro forma balance sheet as of February 12, 2026, reflecting receipt of the net proceeds from the offering of the Option Units and the Option Private Placement is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Unaudited Pro Forma Balance Sheet as of February 12, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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.

	UNITED ACQUISITION CORP. I
	By:	/s/ Paul Packer
	Name:	Paul Packer
	Title:	Chief Executive Officer
Date: February 17, 2026

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Exhibit 99.1

UNITED ACQUISITION CORP. I

PRO FORMA UNAUDITED BALANCE SHEET

		January 30, 2026				Pro Forma Adjustments (Unaudited)					As Adjusted (Unaudited)
Assets:
Current asset
Cash		$	2,468,650				—				$	2,468,650
Prepaid expenses			24,200				—					24,200
Total current asset			2,492,850				—					2,492,850
Cash held in Trust Account			100,000,000				1,823,000		(1)			101,823,000
							22,800		(7)
							4,545		(8)
							(27,345	)	(2)
Total Assets		$	102,492,850				1,823,000				$	104,315,850
Liabilities, Class A Ordinary Shares Subject to Possible Redemption, and Shareholders’ Equity:
Current liabilities
Accrued offering costs		$	106,843				—				$	106,843
Over-allotment option liability			94,122				(11,659	)	(6)			82,463
Total current liabilities			200,965				(11,659	)				189,306
Deferred underwriting fee			3,500,000				63,805					3,563,805
Total Liabilities			3,700,965				52,146					3,753,111
Commitments and Contingencies (Note 6)
Class A ordinary shares subject to possible redemption, $0.0001 par value; 10,182,300 shares at redemption value of $10.00 per share			100,000,000				1,768,310		(1)			101,823,000
							132,030		(4)
							11,659		(6)
							(26,700	)	(2)
							(62,299	)	(3)
							1,823,000
Shareholders’ Equity
Preference shares, $0.0001 par value; 1,000,000 shares authorized; no shares issued or outstanding			—									—
Class A ordinary shares, $0.0001 par value; 100,000,000 shares authorized; 277,280 shares issued and outstanding (excluding 10,182,300 shares subject to possible redemption)			28				—					28
Class B ordinary shares, $0.0001 par value; 10,000,000 shares authorized; 3,833,333 shares issued and outstanding (1)(2)(3)			383				—					383
Additional paid-in capital			—				54,690		(1)			—
							52,146		(5)
							22,800		(7)
							4,545		(8)
							(645	)	(2)
							(1,506	)	(3)
							(132,030	)	(4)
Accumulated deficit			(1,208,526	)			(52,146	)	(5)			(1,260,672	)
Total Shareholders’ Equity			(1,208,115	)			(52,146	)				(1,260,261	)
Total Liabilities, Class A Ordinary Shares Subject to Possible Redemption, and Shareholders’ Equity		$	102,492,850				1,823,000				$	104,315,850

(1)	Includes 500,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 7).
(2)	On November 26, 2025, the Company effected a share dividend of approximately 0.33 shares for each Class B ordinary share outstanding, resulting in the Sponsor holding an aggregate of 3,833,333 Founder Shares (see Note 7). All share and per share data have been retrospectively presented.
(3)	As a result of the partial exercise by the underwriters of the over-allotment option on February 12, 2026, 60,767 Founder Shares are no longer subject to forfeiture.

See Note to Pro forma Unaudited Balance Sheet.

F-1

UNITED ACQUISITION CORP. I

NOTES TO PRO FORMA UNAUDITED BALANCE SHEET

NOTE 1 - CLOSING OF OVER-ALLOTMENT OPTION AND ADDITIONAL PRIVATE PLACEMENT

The accompanying unaudited Pro forma Balance Sheet presents the Balance Sheet of United Acquisition Corp. I (the “Company”) as of January 30, 2026 adjusted for the closing of the partial exercise of the underwriters’ overallotment option and related transactions, which occurred on February 12, 2026, as described below.

The registration statement for the Company’s Initial Public Offering was declared effective on January 28, 2026. On January 30, 2026, the Company consummated the Initial Public Offering of 10,000,000 units (the “Units”), at $10.00 per Unit, generating gross proceeds of $100,000,000. Each Unit consists of one Class A ordinary share and one-quarter of one redeemable warrant (each “Public Warrant” and collectively, the “Public Warrants”). Each whole Public Warrant entitles the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment.

Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of an aggregate of 275,000 private placement units (each “Private Placement Unit”, collectively the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating gross proceeds of $2,750,000. Each Private Placement Unit consists of one Class A ordinary share and one-quarter of one redeemable warrant (each “Private Placement Warrant” and collectively, the “Private Placement Warrants”). Of those 275,000 Private Placement Units, the Sponsor purchased 175,000 Private Placement Units, and the underwriters purchased 100,000 Private Placement Units. In addition, the Company consummated the sale of an aggregate of 2,333,333 Private Placement Warrants, at a price of $0.75 per Private Placement Warrant, $1,750,000 in the aggregate, to the Sponsor.

The Company granted the underwriters a 45-day option from the date of the Initial Public Offering to purchase up to 1,500,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions.

On February 12, 2026, the Company consummated the closing of an additional 182,300 Units sold pursuant to the underwriters’ partial exercise of their over-allotment option, generating gross proceeds of $1,823,00. On February 12, 2026, simultaneously with the sale of the Over-Allotment Option Units, the Company consummated the private sale of an additional 2,280 Private Placement Units to the Sponsor and underwriters generating gross proceeds of $22,800. Of those 2,280 Private Placement Units, the Sponsor purchased 457 Private Placement Units while the underwriters purchased 1,823 Private Placement Units. In addition, on February 12, 2026, simultaneously with the sale of the Over-Allotment Option Units, the Company also consummated the private sale of an additional 6,060 Private Placement Warrants to the Sponsor generating gross proceeds of $4,545. Following the sale of the additional Units, all of the net proceeds from the sale of additional Units and additional Private Placement totaling to $1,823,000 have been added in the Trust Account. The underwriters were entitled to a cash underwriting discount of $0.15 per additional Unit or $27,345 in aggregate, paid on February 12, 2026. Additionally, the underwriters are entitled to a deferred underwriting discount of 3.50% of the gross proceeds of the Initial Public Offering held in the Trust Account, additional $63,805 in the aggregate, due upon the completion of the Company’s Initial Business Combination subject to the terms of the underwriting agreement. As a result of the partial exercise by the underwriters of the over-allotment option, 60,767 Founder Shares are no longer subject to forfeiture. The underwriters have 45 days from the date of the Initial Public Offering to purchase the remaining 1,317,700 Units.

As of February 12, 2026, a total of $101,823,000 of the net proceeds from the Initial Public Offering (including the additional Units sold as the result of the partial exercise by the underwriters of their over-allotment option) and the sale of the Private Placement were placed in the Trust Account.

F-2

UNITED ACQUISITION CORP. I

NOTES TO PRO FORMA UNAUDITED BALANCE SHEET

NOTE 1 - CLOSING OF OVER-ALLOTMENT OPTION AND ADDITIONAL PRIVATE PLACEMENT (cont.)

Pro forma adjustments to reflect the partial exercise of the underwriters’ over-allotment option and sale of the additional Private Placement Units are as follows:

		Pro forma entries
1		Cash held in Trust Account		1,823,000
		Class A ordinary shares subject to possible redemption						1,768,310
		Additional paid-in capital						54,690
		To record sale of 182,300 over-allotment Units at $10.00 per Unit.
2		Class A ordinary shares subject to possible redemption		26,700
		Additional paid-in capital		645
		Cash held in Trust Account						27,345
		To record payment of $0.15 per over-allotment Unit of cash underwriting fee to underwriters
3		Class A ordinary shares subject to possible redemption		62,299
		Additional paid-in capital		1,506
		Deferred underwriting fee						63,805
		To record additional $0.35 per over-allotment Unit of deferred underwriting fee to underwriters
4		Additional paid-in capital		132,030
		Class A ordinary shares subject to possible redemption						132,030
		To record accretion of Class A ordinary shares subject to redemption to an amount of $10.00 per share
5		Retained earnings		52,146
		Additional paid-in capital						52,146
		To record increase in reclassification of negative APIC to Accumulated Deficit
6		Over-allotment option liability		11,659
		Class A ordinary shares subject to possible redemption						11,659
		To release the value of 182,300 over-allotment option liability due to the partial exercise of the underwriters of their over-allotment option
7		Cash held in Trust Account		22,800
		Additional paid-in capital						22,800
		To record sale of 2,280 additional Private Placement Units to Sponsor and underwriters at $10.00 per Private Placement Unit
8		Cash held in Trust Account		4,545
		Additional paid-in capital						4,545
		Sale of 6,060 Private Placement Warrants at $0.75 per warrant to Sponsor

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FAQ

What transaction did United Acquisition Corp. I (UAC) report in this 8-K?

United Acquisition Corp. I reported a partial exercise of underwriters’ over-allotment option, resulting in the sale of 182,300 additional units. Each unit includes one Class A ordinary share and one-quarter of one redeemable warrant, expanding the company’s capital base.

How much capital did UAC raise from the additional over-allotment units?

The company raised gross proceeds of $1,823,000 from selling 182,300 additional units at $10.00 per unit. These proceeds were added to the existing trust account established in connection with United Acquisition Corp. I’s initial public offering.

What private placements accompanied UAC’s over-allotment exercise?

Alongside the over-allotment, United Acquisition Corp. I completed private placements of 2,280 private placement units for $22,800 and 6,060 private placement warrants for $4,545. Units were sold to the sponsor and underwriters, while additional warrants were sold to the sponsor.

How much cash does UAC hold in its trust account after these transactions?

After the initial public offering and additional over-allotment and private placement proceeds, United Acquisition Corp. I held $101,823,000 in its trust account. This reflects the original $100,000,000 from the IPO plus $1,823,000 from the additional units sold.

How many UAC Class A shares are subject to possible redemption and at what value?

United Acquisition Corp. I has 10,182,300 Class A ordinary shares subject to possible redemption at a stated redemption value of $10.00 per share. This redemption feature is typical for special purpose acquisition companies structured like UAC.

What underwriting fees are associated with UAC’s over-allotment units?

Underwriters received a cash underwriting discount of $0.15 per over-allotment unit, totaling $27,345, paid on February 12, 2026. They are also entitled to an additional deferred underwriting fee of $63,805, tied to completion of the initial business combination.

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 EX-99.1 64.4 KB

Other Documents

• EX-101 XBRL SCHEMA FILE 4.0 KB
• EX-101 XBRL DEFINITION FILE 26.6 KB
• EX-101 XBRL LABEL FILE 36.9 KB
• EX-101 XBRL PRESENTATION FILE 25.3 KB