GP-Act III Acquisition Corp. 8-K

What Happened

• GP-Act III Acquisition Corp. filed an 8-K on May 6, 2026 reporting that it convened and then adjourned its extraordinary general meeting. The meeting (originally convened April 29, 2023 and adjourned to May 6, 2026) was adjourned again to May 12, 2026 at 9:00 a.m. Eastern Time to permit further proxy solicitation.
• Shareholders will vote at the adjourned meeting on two proposals: (1) an amendment to the company’s memorandum and articles to extend the deadline to complete a business combination (and related winding-up/redemption actions) from May 13, 2026 to November 13, 2026 (the “Extension Amendment”); and (2) an amendment to the Investment Management Trust Agreement to extend the trustee’s liquidation date of the trust account from May 13, 2026 to November 13, 2026 (the “Trust Amendment”).

Key Details

• Record date: March 24, 2026; outstanding ordinary shares: 35,937,500.
• Quorum: 82.06% of shares were represented in person or by proxy at the meeting.
• Vote to adjourn (approved): For 21,424,593; Against 8,064,137; Abstentions 1,000.
• Adjourned meeting: May 12, 2026 at 9:00 a.m. ET. Proxy materials filed March 30, 2026; shareholders can attend online at https://www.cstproxy.com/gp-act3/2026 (12‑digit control number required) or by phone, and may attend in person in São Paulo.
• Shareholders who previously elected to redeem their public Class A ordinary shares may reverse those redemption requests by contacting the transfer agent (Continental Stock Transfer & Trust Company) via email at [email protected] by 9:00 a.m. ET on May 12, 2026.

Why It Matters

• The votes will determine whether the SPAC gains an extra six months (to Nov 13, 2026) to complete a business combination rather than liquidating or winding up on the current May 13, 2026 deadline. That extension directly affects whether the company continues operating and whether public shareholders are redeemed.
• Redemption reversals and the final vote outcome will affect the size of the trust account and the cash available for any proposed transaction, so these actions matter to both public shareholders and potential deal counterparties.
• The proposals are subject to shareholder approval; the 8-K notes forward-looking risks and urges investors to review the definitive proxy statement and related SEC filings before voting.