STOCK TITAN

YHN Acquisition I holders back SPAC deadline extensions

(Very High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

YHN Acquisition I Ltd (YHNA) reported that shareholders approved amendments to its memorandum and articles of association and its investment management trust agreement, giving the board discretion to extend the deadline to complete a business combination from September 19, 2026 to June 19, 2027, in up to three three‑month increments by depositing $100,000 into the trust account for each extension.

On September 14, 2026, the company deposited $100,000 to extend its business combination deadline from September 19, 2026 to December 19, 2026. At the September 14, 2026 meeting, 3,640,826 shares voted for each amendment and 387,367 voted against. In connection with the vote, 1,822,960 ordinary shares were redeemed, leaving approximately $7,882,708.91 in the trust account.

Positive

  • Shareholders authorized extensions of the business combination deadline to June 19, 2027, preserving time for YHNA to complete a transaction while maintaining listing status.
  • The board obtained flexibility to extend in three increments by depositing $100,000 per three‑month extension into the trust account, and has already funded the first extension to December 19, 2026.

Negative

  • Holders redeemed 1,822,960 ordinary shares in connection with the vote, reducing the trust account to approximately $7,882,708.91 and shrinking the capital base available for a future business combination.

Filing Explained

The approved changes were completed: YHN Acquisition I Limited entered the trust agreement amendment on September 14, 2026, and filed its fifth amended and restated charter on September 15, documenting the extension framework in executed and filed instruments.

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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Shares entitled to vote 4,285,821 shares Ordinary shares entitled to vote as of the August 19, 2026 record date
Shares represented at meeting 4,028,193 shares Shares present in person or by proxy at the September 14, 2026 meeting (approximately 93.99%)
Votes for amendments 3,640,826 shares Shares voting for both the charter amendment and trust amendment
Votes against amendments 387,367 shares Shares voting against both the charter amendment and trust amendment
Redemptions 1,822,960 shares Ordinary shares tendered for redemption in connection with the shareholders’ vote
Trust account balance after redemptions $7,882,708.91 Funds remaining in the trust account following redemptions
Extension payment per three months $100,000 Amount to be deposited into the trust account for each three‑month deadline extension
Final possible deadline June 19, 2027 Latest date by which a business combination may be consummated if all extensions are used
investment management trust agreement financial
"entered into an amendment (the “Trust Amendment”) to the investment management trust agreement"
A written contract that names who will run and make investment decisions for a trust’s assets, spells out their authority, duties, fees and how performance and risks will be handled. It matters to investors because it defines who is responsible for growing and protecting the money—like hiring a caretaker with a clear job description—and sets the rules and safeguards that affect returns, costs and how disputes or withdrawals are resolved.
trust account financial
"to commence liquidating the trust account established in connection with the Company’s initial public offering"
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.
business combination financial
"extend the date by which the Company has to consummate a business combination"
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.
memorandum and articles of association regulatory
"filed the fifth amended and restated memorandum and articles of association"
Memorandum and articles of association are the founding legal documents of a company: the memorandum sets out the company’s basic purpose and scope, while the articles act as its internal rulebook detailing how the company is run, who has what powers, and how decisions are made. For investors these documents matter because they define ownership rights, voting rules, limits on activities, and procedures for major changes—like a contract and rulebook that determine how their investment can be used and protected.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

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

What did YHNA shareholders approve regarding the SPAC’s business combination deadline?

Shareholders approved amendments allowing YHN Acquisition I Ltd to extend its business combination deadline from September 19, 2026 to June 19, 2027, in up to three three‑month increments, with each extension requiring a $100,000 deposit into the trust account.

How much cash remains in YHNA’s trust account after the September 2026 redemptions?

After the shareholder vote and related redemptions, YHN Acquisition I Ltd reported that approximately $7,882,708.91 remains in the trust account established for its initial public offering.

How many YHNA shares were redeemed in connection with the extension vote?

In connection with the shareholders’ meeting, holders of 1,822,960 ordinary shares of YHN Acquisition I Ltd tendered their shares for redemption, reducing the number of shares participating in the SPAC structure.

What are the voting results for YHNA’s charter and trust amendments?

Both the charter amendment and the trust amendment received 3,640,826 votes for and 387,367 votes against, with no abstentions or broker non‑votes reported at the September 14, 2026 meeting.

How many YHNA shares were entitled to vote at the September 14, 2026 meeting?

As of the August 19, 2026 record date, 4,285,821 ordinary shares of YHN Acquisition I Ltd were entitled to vote. At the meeting, 4,028,193 shares, or approximately 93.99%, were represented in person or by proxy.

What immediate extension did YHNA fund after the vote?

On September 14, 2026, YHN Acquisition I Ltd deposited $100,000 into its trust account, extending the deadline to complete a business combination from September 19, 2026 to December 19, 2026 under the newly approved extension framework.

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

 

September 14, 2026

Date of Report (Date of earliest event reported)

 

YHN Acquisition I Limited

(Exact Name of Registrant as Specified in its Charter)

 

British Virgin Islands   001-42251   n/a
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

8 Queen’s Road East, Wanchai

Hong Kong

  n/a 0000
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: +852 5499 8101

 

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
Units, each consisting of one Ordinary Share, no par value, and one Right entitling the holder to receive one-tenth of an Ordinary Share   YHNAU   The Nasdaq Stock Market LLC
Ordinary Share   YHNA   The Nasdaq Stock Market LLC
Rights   YHNAR   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

 

As approved by its shareholders at the Annual General Meeting of Shareholders on September 14, 2026 (the “Meeting”), YHN Acquisition I Limited (the “Company”) had on September 14, 2026 entered into an amendment (the “Trust Amendment”) to the investment management trust agreement, dated as of September 17, 2024, as amended, by and between the Company and Continental Stock Transfer & Trust Company, to provide the Company with the discretion to extend the date on which to commence liquidating the trust account (the “Trust Account”) established in connection with the Company’s initial public offering (the “IPO”) by three (3) times for an additional three (3) months each time from September 19, 2026 to June 19, 2027 by depositing into the trust account an aggregate amount of $100,000 for each three-month extension.

 

Item 5.03. Amendments to memorandum and articles of association.

 

As approved by its shareholders at the Meeting on September 14, 2026, the Company filed the fifth amended and restated memorandum and articles of association on September 15, 2026 (the “Charter Amendment”), pursuant to which the board of directors the right to extend the date by which the Company has to consummate a business combination from September 19, 2026 (the date that is 24 months from the closing date of the IPO) to June 19, 2027 (the date that is 33 months from the closing date of the IPO).

  

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On August 19, 2026, the record date for the Meeting, there were 4,285,821 ordinary shares of the Company entitled to vote at the Meeting. On September 14, 2026, the Company held the Meeting, of which 4,028,193 (or approximately 93.99%) ordinary shares of the Company entitled to vote, were represented in the Meeting either in person or by proxy.

 

The final results for each of the matters submitted to a vote of Company shareholders at the Meeting are as follows:

 

1. Charter Amendment

 

Shareholders approved the proposal to amend (the “Charter Amendment”) the Company’s fourth amended and restated memorandum and articles of association to provide the Company with the discretion to extend the date by which the Company has to consummate a business combination three (3) times for an additional three (3) months each time from September 19, 2026 to June 19, 2027 by adopting the fifth amended and restated memorandum and articles of association in their entirety in place of the Company’s existing memorandum and articles. Approval of the Charter Amendment required the approval of a majority of the votes of the shares which were present in person or by proxy and entitled to vote thereon at the Meeting. The voting results were as follows:

 

FOR   AGAINST   ABSTAIN   BROKER NON-VOTES
3,640,826   387,367   0   0

 

2. Trust Amendment

 

Shareholders approved the proposal to amend (the “Trust Amendment”) the Company’s investment management trust agreement, dated as of September 17, 2024, as amended, by and between the Company and Continental Stock Transfer & Trust Company to provide the Company with the discretion to extend the date on which to commence liquidating the trust account established in connection with the Company’s initial public offering three (3) times for an additional three (3) months each time from September 19, 2026 to June 19, 2027 by depositing into the trust account an aggregate amount of $100,000 for each three-month extension. Approval of the Trust Amendment required the approval of at least fifty percent (50%) of outstanding shares present in person or by proxy and entitled to vote thereon at the Meeting. The voting results were as follows:

 

FOR   AGAINST   ABSTAIN   BROKER NON-VOTES
3,640,826   387,367   0   0

 

As there were sufficient votes to approve the above proposals, Proposal No. 3, the “Adjournment Proposal” described in the Company’s definitive proxy, which was filed with the Securities and Exchange Commission (the “SEC”) on August 24, 2026, was not presented to the shareholders.

  

 

 

 2 

 

 

Item 8.01. Other Events.

 

In connection with the shareholders vote at the Meeting, 1,822,960 ordinary shares were tendered for redemption. Following such redemption, the amount of funds remaining in the trust account is approximately $7,882,708.91.

 

On September 14, 2026, the Company”) deposited $100,000 into the trust account established in connection with the Company’s initial public offering, in order to extend the amount of time it has available to complete a business combination from September 19, 2026 to December 19, 2026.

 

Item 9.01. Financial Statements and Exhibits.

 

(c) Exhibits:

 

Exhibit No.   Description
3.1   Fifth Amended and Restated Memorandum and Articles of Association
10.1   Amendment No. 2 to the Investment Management Trust Agreement with Continental Stock Transfer & Trust Company dated as of September 14, 2026
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.

 

 

YHN Acquisition I Limited

     
Dated: September 16, 2026 By: /s/ Poon Man Ka, Christy
  Name:

Poon Man Ka, Christy

  Title: Chief Executive Officer

 

 

 

 

 

 

 

 

 

 

 3 

Filing Exhibits & Attachments

6 documents

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