Integrated Wellness Acquisition Corp 8-K

What Happened
Integrated Wellness Acquisition Corp (WELNF) filed an 8-K on Feb 19, 2026 disclosing a change to the anticipated post‑combination board of Pubco. At an extraordinary meeting on December 12, 2025 shareholders had approved Daniel Kennedy as a director effective upon the closing of the business combination, but on January 22, 2026 Mr. Kennedy informed Pubco he could not accept the nomination. Isaac Freites has been nominated in Mr. Kennedy’s place.

Key Details

• Extraordinary meeting held December 12, 2025 approved Daniel Kennedy’s nomination (effective at Closing of the Business Combination).
• Daniel Kennedy withdrew his nomination on January 22, 2026.
• Isaac Freites nominated to replace Kennedy.
• Anticipated Pubco board by class: Class I — Douglas Benoit, Isaac Freites, Donald Fell; Class II — Matthew Malriat, Qun Hua Wang; Class III — Binson Lau.
• The change is disclosed in Item 8.01 (Other Events) and is effective upon consummation of the Business Combination.

Why It Matters
This filing concerns governance (who will serve on the combined company’s board) rather than financial results. For investors, board composition can affect oversight, strategy and post‑merger integration, so changes to nominated directors are material to corporate governance. The company also includes standard forward‑looking statement cautions; no financial impact or other operational changes were disclosed in this 8‑K.