Welcome to our dedicated page for WinVest Acquisition SEC filings (Ticker: WINV), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
WinVest Acquisition Corp. filings document the regulatory record of a Delaware SPAC, including proxy materials for stockholder votes, amendments related to business-combination deadlines, and disclosures about the trust account established in connection with its IPO. The company’s filings describe redemption mechanics for public shares, unit and common-stock structure, and governance procedures tied to special meetings.
Material-event reports also disclose sponsor financing arrangements, including unsecured promissory-note obligations used in connection with extensions, deposits to the trust account, repayment limits outside the trust account, and the relationship between extension funding, liquidation rights and a potential initial business combination.
WinVest Acquisition Corp. disclosed that it drew a second installment of $30,000 under a previously issued unsecured promissory note of $180,000 with its sponsor to fund a deadline extension for completing a business combination.
The sponsor deposited the $30,000 into the company’s trust account, extending the termination date for completing an initial business combination from April 17, 2026 to May 17, 2026. The note bears no interest and matures upon either closing a business combination or the company’s liquidation. If no deal is completed, repayment will come only from funds held outside the trust account, and the extension funds in the trust will ultimately be distributed to public shareholders through redemption or liquidation.
WinVest Acquisition Corp. filed its annual report as a blank check company still seeking an Initial Business Combination. After extensive stockholder redemptions totaling 11,279,964 public shares, approximately $3.1 million remained in its Trust Account at December 31, 2025.
The company’s auditor raised substantial doubt about its ability to continue as a going concern, and WinVest discloses delisting of its securities from Nasdaq. A prior business combination agreement with Xtribe PLC was terminated, and a new agreement with Embed Financial Group Cayman Holdings has been signed but not yet completed.
As of June 30, 2025, non-affiliate common stock had an aggregate market value of about $3.55 million, and as of March 25, 2026, WinVest had 3,080,950 common shares outstanding. The company has repeatedly extended its deadline to complete a deal, supported by sponsor loans via multiple unsecured Extension Notes.
WinVest Acquisition Corp. extended the deadline to complete a business combination and secured sponsor funding to support the extension. The company issued a no-interest promissory note of up to $180,000 to its sponsor, with $30,000 already deposited into the trust to move the termination date to April 17, 2026, and the option for five additional one-month extensions to September 17, 2026 with further $30,000 deposits each time. Stockholders overwhelmingly approved amendments to the charter and trust agreement, with 2,963,540 votes for and none against each proposal. In connection with the extension, holders of 14,086 public shares redeemed at approximately $13.65 per share, totaling about $192,276.22, leaving roughly $2,811,251.63 in the trust and 205,950 public shares outstanding.
WinVest Acquisition Corp. is asking stockholders to approve several changes that would give the SPAC more time to close its planned business combination with Embed Financial Group Cayman Holdings and related entities. The special meeting will be held virtually on March 13, 2026.
The board seeks to extend the SPAC’s deadline to complete a deal from March 17, 2026 to April 17, 2026, with the option for up to five additional one‑month extensions to September 17, 2026. A parallel amendment would extend the date when the trust must be liquidated on the same schedule and allow an adjournment of the meeting if turnout or support is insufficient.
If the extensions are implemented, the sponsor or its designees will lend $30,000 per month, up to $180,000, to be deposited into the trust account. Public stockholders can redeem their shares in connection with the extension for cash; as of February 24, 2026, the redemption price was approximately $14.36 per share, based on $3,159,288 held in the trust. WinVest notes it was delisted from Nasdaq and now trades on the OTC Markets, and warns that high redemptions could leave limited cash and a thin trading market if a merger is completed.