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

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): ~~April~~ 29May 1, 2026

General Catalyst Global Resilience Merger Corp.

(Exact name of registrant as specified in its charter)

Cayman Islands		001-43261		98-1910149
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

20 University Rd., 4th Floor Cambridge, Massachusetts		02138
(Address of principal executive offices)		(Zip Code)

+1 (617) 234-7000

(Registrant’s telephone number, including area code)

Not Applicable

(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 (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
GRAIL securities, each consisting of one Class A ordinary share, $0.0001 par value, and one-fourth of one redeemable warrant	GCGRU	The Nasdaq Stock Market LLC
Class A ordinary shares included as part of the GRAIL securities	GCGR	The Nasdaq Stock Market LLC
Redeemable warrants included as part of the GRAIL securities, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50	GCGRW	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 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 18.01. ~~Entry~~Other ~~into a Material Definitive Agreement.~~Events

On ~~April~~ 29May 1, 2026, ~~the~~General ~~Registration~~Catalyst ~~Statement~~Global onResilience Merger ~~Form S-1 (File No~~Corp. ~~333-295030)~~ (~~as amended,~~ the “~~Registration Statement~~Company”) ~~relating to~~consummated ~~the~~an initial public offering (the “IPO”) of ~~General Catalyst Global Resilience Merger Corp. (the “Company”) was declared effective by the U.S. Securities and Exchange Commission. On May 1, 2026, the Company consummated the IPO of~~ 40,250,000 GRAIL securities ~~of the Company~~ (the “Public GRAIL Securities”), ~~which~~at ~~includes~~$10.00 ~~Public~~per ~~GRAIL Securities issued pursuant to the exercise in full of the underwriters’ option to purchase additional~~ Public GRAIL ~~Securities~~Security, toeach ~~cover over-allotment. Each~~ Public GRAIL Security isbeing comprised of one Class A ordinary share, $0.0001 par value per share (the “Public Shares”), and one-fourth of one redeemable warrant, each whole warrant being exercisable for one Class A ordinary share at an exercise price of $11.50 (subject to adjustment, as described in the ~~Registration~~final prospectus ~~Statement~~relating to the IPO) (the “Public Warrants”). ~~The~~In ~~Public~~connection with the IPO, the Company also consummated a private placement (the “Private Placement”) of GRAIL securities (the “Private Placement GRAIL Securities”) pursuant to ~~were~~which ~~sold~~GCGR atSponsor anLLC ~~offering~~(the ~~price~~“Sponsor”) ofpurchased 905,000 Private Placement GRAIL Securities at $10.00 per ~~Public~~Private Placement GRAIL ~~Securities~~Security, ~~generating~~each ~~gross~~Private ~~proceeds~~Placement GRAIL Security being comprised of ~~$402~~one Class A ordinary share,~~500,000~~ $0.0001 ~~Further,~~par invalue ~~connection with~~per share (the “Private ~~IPO~~Placement Shares”), ~~the~~and ~~Company~~one-fourth ~~entered~~of ~~into~~one ~~the~~non-redeemable ~~following agreements~~warrant, ~~forms~~each whole warrant being exercisable for one Class A ordinary share at an exercise price of ~~which~~$11.50 ~~were~~(subject ~~previously~~to ~~filed~~adjustment, as ~~exhibits~~described in the final prospectus relating to the ~~Registration~~IPO) (the ~~Statement:~~“Private Placement Warrants” and together with the Public Warrants, the “Warrants”).

●The ~~the~~net ~~Underwriting~~proceeds ~~Agreement~~from the IPO, ~~dated~~together ~~April~~with 29certain of the proceeds from the Private Placement, ~~2026~~$402,500,000 ~~among~~in the aggregate (the “Offering Proceeds”), were placed in a trust account established for the benefit of the Company’s public shareholders and ~~Citigroup~~the ~~Global~~underwriters ~~Markets~~of ~~Inc.,~~the IPO with Continental Stock Transfer & Trust Company acting as trustee. The Company will not be permitted to withdraw any of the ~~sole~~principal ~~bookrunning~~or ~~manager~~interest held in the trust account, ~~which~~except ~~contains~~with ~~customary~~respect ~~representations~~to amounts withdrawn or eligible to be withdrawn (and ~~warranties~~such withdrawals can only be made from interest and ~~indemnification~~not from the principal held in the trust account), until the earliest of (i) the ~~underwriters~~completion of the Company’s initial business combination, (ii) the redemption of the Company’s Public Shares if the Company has not consummated an initial business combination within the completion window, subject to applicable law, and (iii) the redemption of the Company’s Public Shares properly submitted in connection with the implementation by the directors of, following a shareholder vote to approve, an amendment to its amended and restated memorandum and articles of association (A) that would modify the substance or timing of the Company;’s obligation to provide holders of the Public Shares the right to have their shares redeemed or repurchased in connection with the Company’s initial business combination or to redeem 100% of the Company’s Public Shares if the Company does not complete the Company’s initial business combination within 24 months from the closing of the IPO (or 27 months from the closing of the IPO if the Company has executed a letter of intent) or (B) with respect to any other provision relating to the rights of holders of Public Shares.

●An ~~the~~audited ~~Private~~balance ~~Placement~~sheet ~~GRAIL~~as ~~Securities~~of ~~Purchase~~May ~~Agreement~~1, ~~dated April 29,~~ 2026, ~~between~~reflecting receipt ~~the~~of ~~Company and GCGR Sponsor LLC (~~the ~~“Sponsor”),~~Offering ~~pursuant to which the Sponsor purchased 905~~Proceeds,~~000~~ ~~GRAIL~~has ~~securities~~been inissued aby ~~private placement (~~the ~~“Private~~Company ~~Placement GRAIL Securities”), each Private Placement GRAIL Security being comprised of one Class A ordinary share, $0.0001 par value per share (the “Private Placement Shares”),~~ and ~~one-fourth~~is ofincluded ~~one~~as ~~non-redeemable~~Exhibit ~~warrant, each whole warrant being exercisable for one Class A ordinary share at an exercise price of $11~~99.501 ~~(subject~~ to ~~adjustment,~~this asCurrent ~~described~~Report inon ~~the~~Form ~~Registration Statement) (the “Private Placement Warrants” and together with the Public Warrants, the “Warrants”);~~8-K.

~~● the Investment Management Trust Agreement, dated May~~  1, 2026, between the Company and Continental Stock Transfer & Trust Company, as trustee, which establishes the trust account that will hold the net proceeds of the IPO and certain of the proceeds of the sale of the Private Placement GRAIL Securities, and sets forth the responsibilities of the trustee; the procedures for withdrawal and direction of funds from the trust account; and indemnification of the trustee by the Company under the agreement;

●Item ~~the~~9.01. ~~Warrant~~Financial ~~Agreement,~~Statements ~~dated May 1, 2026, between the Company~~ and Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agreement”), which sets forth the expiration and exercise price of and procedure for exercising the Warrants; certain adjustment features of the terms of exercise; provisions relating to redemption and cashless exercise of the Warrants; certain registration rights of the holders of Warrants; provision for amendments to the Warrant Agreement; and indemnification of the warrant agent by the Company under the Warrant Agreement;Exhibits.

●(d) the Registration and Shareholder Rights Agreement, dated April 29, 2026, among the Company, the Sponsor and certain of the Company’s directors, which provides for customary demand and piggy-back registration rights for the Sponsor and the holders thereunder, and customary piggy-back registration rights for certain permitted transferees of the Sponsor and the holders thereunder, and, upon and following consummation of our initial business combination, the right of the Sponsor to nominate three individuals for election to the Company’s board of directors;Exhibits

99.1		Audited Balance Sheet as of May 1, 2026.

104		Cover Page Interactive File (embedded within Inline XBRL document).

● The Letter Agreement, dated April 29, 2026, among the Company, the Sponsor and each executive officer and director of the Company, pursuant to which each of the Sponsor and each executive officer and director of the Company has agreed to vote any ordinary shares held by him, her or it in favor of the Company’s initial business combination (subject to the limitations of applicable securities laws); to facilitate the liquidation and winding up of the Company if an initial business combination is not consummated within 24 months of the date hereof (or 27 months from the closing of the IPO if the Company has executed a letter of intent, agreement in principle or definitive agreement for its initial business combination within 24 months from the closing of the IPO); to certain transfer restrictions with respect to the Company’s securities; to certain indemnification obligations of the Sponsor; and the Company has agreed not to enter into a definitive agreement regarding an initial business combination without the prior consent of the Sponsor; and 2

● the Administrative Services and Indemnification Agreement, dated May 1, 2026, between the Company and the Sponsor, pursuant to which the Sponsor has agreed to make available office space, secretarial and administrative services, as may be required by the Company from time to time, for $20,000 per month until the earlier of the Company’s completion of its initial business combination or liquidation and pursuant to which the Company has agreed to indemnify the Sponsor and its affiliates from any liability arising with respect to their activities in connection with the Company’s affairs, as described in more details in the Administrative Services and Indemnification Agreement.SIGNATURE

~~The above~~Pursuant ~~descriptions are qualified in their entirety by reference~~ to the ~~full~~requirements ~~text~~ of the ~~applicable~~Securities Exchange ~~agreement,~~Act ~~each~~ of ~~which~~1934, isthe ~~incorporated by~~registrant ~~reference~~has ~~herein~~duly ~~and~~caused ~~filed~~this ~~herewith~~report asto ~~Exhibits~~be ~~1.1,~~signed ~~10.1,~~on ~~10.2,~~its ~~4.1,~~behalf ~~10.3,~~by ~~10.4~~the ~~and~~undersigned ~~10.5,~~hereunto ~~respectively~~duly authorized.

Item 3.02 Unregistered Sales of Equity Securities.

Dated: May 7, 2026	General Catalyst Global Resilience Merger Corp.

	By:	/s/ Christopher Kauffman
	Name:	Christopher Kauffman
	Title:	Chief Financial Officer

Concurrently with the consummation of the IPO and the issuance and sale of the Public Shares, the Company consummated the private placement of 905,000 Private Placement GRAIL Securities at a price of $10.00 per Private Placement GRAIL Security, generating total proceeds of $9,050,000. The Private Placement GRAIL Securities purchased by the Sponsor are substantially similar to the Public GRAIL Securities, except that they and the securities included therein will be subject to transfer restrictions until 30 days following the consummation of the Company’s initial business combination, subject to certain limited exceptions. Further, the Private Placement Warrants included in the Private Placement GRAIL Securities are identical to the Public Warrants sold in this offering, subject to certain limited exceptions, as described in the Registration Statement. None of the Private Placement Warrants will be redeemable by the Company. Each Private Placement Share included in each Private Placement GRAIL Security will not have any redemption rights or be entitled to liquidating distributions from the trust account if the Company does not consummate an initial business combination. 3

Item 5.03. Amendments to Memorandum and Articles of Association.

On April 29, 2026 and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association. The Amended and Restated Memorandum and Articles of Association are filed herewith as Exhibit 3.1 and is incorporated by reference herein.

Item 8.01. Other Event.

On April 29, 2026, the Company issued a press release announcing the pricing of the IPO. On May 1, 2026, the Company issued a press release announcing the closing of the IPO. Copies of the press releases are included as Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

1.1		Underwriting Agreement between the Company and Citigroup Global Markets Inc.
3.1		Amended and Restated Memorandum and Articles of Association
4.1		Warrant Agreement between Continental Stock Transfer & Trust Company and the Company
10.1		Private Placement GRAIL Securities Purchase Agreement between the Company and the Sponsor
10.2		Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Company
10.3		Registration and Shareholder Rights Agreement among the Company, the Sponsor and certain other equityholders named therein
10.4		Letter Agreement among the Company, the Sponsor and the Company’s officers and directors
10.5		Administrative Services and Indemnification Agreement between the Company and the Sponsor
99.1		Pricing Press Release, dated April 29, 2026
99.2		Closing Press Release, dated May 1, 2026
104		Cover Page Interactive File, embedded in Inline XBRL

SIGNATURE

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.

Dated: May 4, 2026	General Catalyst Global Resilience Merger Corp.
	By:	/s/ Christopher Kauffman
	Name:	Christopher Kauffman
	Title:	Chief Financial Officer

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