Haymaker Acquisition Corp. 4 8-K

What Happened Haymaker Acquisition Corp. 4 (HYAC) filed an 8‑K (Apr 1, 2026) reporting that PubCo (Suncrete, Inc.) entered into a Securities Exchange Agreement on March 26, 2026 to exchange Suncrete’s outstanding Senior Preferred Units for 26,000 shares of newly created Series A Convertible Perpetual Preferred Stock. The Exchange is scheduled to occur automatically immediately prior to the closing of the Acquisition Merger (the business combination among Haymaker, PubCo and Concrete Partners Holding, LLC) and following acceptance by the Delaware Secretary of State of the Certificate of Designation. The Exchange is conditioned on Available Cash (per the Business Combination Agreement) being less than $250.0 million at closing.

Key Details

• 26,000 shares of Series A Convertible Perpetual Preferred Stock to be issued in the Exchange.
• Dividends accrue at 9.0% per year, compounded quarterly; liquidation preference of $1,000 per share plus accrued unpaid dividends.
• Conversion: holders may convert into PubCo Class A common stock at the greater of $18.00 per share or the 5‑day VWAP immediately preceding conversion.
• PubCo may redeem outstanding Series A preferred at its option by paying the liquidation preference; the Exchange and Certificate of Designation are filed as Exhibits (99.1 and 99.2).

Why It Matters This transaction creates a class of preferred stock that will sit ahead of common stock with a significant liquidation preference and a high dividend accrual, affecting the post‑merger capital structure and priority of claims. The convertible feature can dilute common shareholders if holders convert, and the dividend accrual represents an ongoing cash or accrual obligation unless redeemed. The Exchange will only occur if Available Cash is below $250 million, so the outcome depends on the cash position at closing; investors should watch the merger closing and any further disclosures for the final impact on share count and preferred stock obligations.