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8-KAccepted Oct 16, 6:49 PM ET

Archimedes Tech SPAC Partners II Co.: shareholders approve business combination

ATIIArchimedes Tech SPAC Partners II Co.

Accepted (ET)

6:49 PM

Oct 16, 2026

Filed

Oct 19, 2026

Documents

13

Size

312.5 KB

Summary

Archimedes Tech SPAC Partners II Co.: shareholders approve business combination

Updated

What happened

  • The filing says that on Apr 20, 2026 Archimedes Tech SPAC Partners II Co. (the “Company” or “ATII”) entered into an Agreement and Plan of Merger with ATII Holdings Inc., ATII Merger Sub Inc., ATII Merger Sub II, LLC and Forge Nano, Inc. The Merger Agreement contemplates a domestication merger followed by two company mergers involving Forge Nano.
  • The filing reports that on Oct 16, 2026 the company held an extraordinary general meeting and that shareholders approved the business combination and related proposals. On the record date of Sep 1, 2026 there were 29,590,000 ATII ordinary shares outstanding and 16,530,280 shares (55.9%) were represented in person or by proxy.

Key details

  • Proposal 1 (business combination): FOR 15,416,866; AGAINST 1,113,414; ABSTAIN 0.
  • Proposal 2 (domestication merger and related charter/bylaw restatements): FOR 15,416,837; AGAINST 1,113,414; ABSTAIN 29.
  • Proposal 3 (director elections): seven directors were elected — Paul Lichty (FOR 15,015,707), Michael Danner (FOR 15,415,507), David Goggins (FOR 15,415,607), Millicent Pitts-DiCicco (FOR 15,415,507), Jimmy Smith (FOR 15,415,607), Kamal Bherwani (FOR 15,415,507), Ben Landen (FOR 15,015,607).
  • Additional proposals approved include the stock issuance proposal (FOR 15,416,637; AGAINST 1,113,614; ABSTAIN 29), adoption of proposed organizational documents (FOR 15,416,637; AGAINST 1,113,414; ABSTAIN 229), advisory organizational documents items 6A–6F (vote totals reported in the filing), and the Forge Nano Holdings, Inc. 2026 omnibus incentive compensation plan (FOR 15,416,637; AGAINST 1,113,414; ABSTAIN 229).
  • The filing also says that on Oct 16, 2026 ATII issued a press release announcing the approval of the business combination; the press release is furnished as Exhibit 99.1.

Why it may matter

  • Item 5.07 was reported: submission of matters to a vote of security holders, covering the Oct 16, 2026 extraordinary general meeting and the shareholder votes on the Merger Agreement, domestication, director elections, charter and bylaw changes, stock issuance, and the equity incentive plan.
  • Item 8.01 was reported: other events, including a press release dated Oct 16, 2026 announcing the meeting results.
  • This filing does not show why the insider traded or why the company acted.

AI-written summary · check the filing