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~~pursuant ofto ~~Report~~section ~~(Date~~13 ofor ~~earliest event reported~~15(D)~~: July 2, 2026~~

of the securities exchange act of 1934

Date of Report (Date of earliest event reported): July 14, 2026

Bayview Acquisition Corp

(Exact name of registrant as specified in its charter)

Cayman Islands

001-41890

N/A 00-0000000

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

420 Lexington Ave, Suite 2446

New York, NY 10170

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code (347) 627-0058

Not Applicable ~~(Former name or former address, if changed since last report)~~

(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 Securities Exchange Act of 1934:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one ordinary share and one right	BAYAU	The Nasdaq Stock Market LLC
Ordinary Shares, par value $0.0001 per share	BAYA	The Nasdaq Stock Market LLC
Rights, each right entitling the holder thereof to one-tenth of one ordinary share	BAYAR	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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 32.0103. ~~Notice~~Creation of ~~Delisting~~a orDirect ~~Failure~~Financial toObligation ~~Satisfy~~or aan ~~Continued~~Obligation ~~Listing~~under ~~Rule~~an orOff-balance ~~Standard;~~Sheet ~~Transfer~~Arrangement of ~~Listing~~a Registrant.

OnExtension July 2, 2026, Bayview Acquisition Corp. (the “Company”) received written notice from the Nasdaq Hearings Panel (the “Panel”) of The Nasdaq Stock Market LLC (the “Nasdaq”) that the Panel has determined to delist the Company’s securities from Nasdaq (the “Delisting Determination”) due to the Company’s failure to complete its business combination with Oabay, Inc. (“Oabay”) on or before June 19, 2026. Accordingly, the Panel suspended trading of the Company’s securities from Nasdaq, effective as of the open of trading on July 7, 2026, and a Form 25-NSE will be filed with the SEC, which will remove the Company’s securities from listing and registration on Nasdaq.Payment

AsOn ~~previously~~July ~~disclosed~~14, ~~on April 22,~~ 2026, ~~the~~Bayview ~~Company~~Acquisition ~~timely~~Corp ~~requested a hearing before~~ (the ~~Panel~~“Company”) todeposited ~~appeal an earlier February 19~~$50,000 ~~2026 determination~~into ~~to delist~~ the Company’s ~~securities~~trust ~~from~~account ~~Nasdaq~~to extend asthe aperiod ~~result~~ of ~~the~~time ~~Company’s~~it ~~noncompliance~~has ~~with~~to ~~Nasdaq~~consummate ~~Listing Rules~~its ~~450(b)(2)(A),~~initial ~~5450(a)(2),~~business ~~5620(a)~~combination ~~and~~by ~~5450(b)(2)(B).~~one ~~The~~month ~~Company received written notice of the Panel’s decision~~ (the “~~Panel Decision~~Extension”), tofrom July ~~grant the Company’s request for continued listing on Nasdaq~~19, ~~subject~~2026 to ~~certain~~August ~~conditions~~19, ~~including~~2026. ~~that on~~The orExtension ~~before~~is ~~June~~the ~~19,~~second ~~2026,~~of ~~the~~up ~~Company~~to ~~shall~~six ~~close~~extensions ~~its~~permitted ~~business~~under ~~combination~~the ~~with~~Second ~~Oabay~~Amended and ~~demonstrate~~Restated Articles ~~compliance~~of ~~with~~Association, as amended, of the ~~initial~~Company ~~listing rules~~currently ofin ~~Nasdaq~~effect.

The Delisting Determination states the Company may request that the Nasdaq Listing and Hearing Review Council (the “Council”) review the Delisting Determination, provided the Council receives a written request within 15 days of the Delisting Determination.

The Company intends to request that the Council review the Delisting Determination, however there can be no assurance that a request to review will be successful.

Forward-Looking Statements

This Current Report on Form 8-K includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements are subject to certain risks and uncertainties that may cause the Company’s actual results to differ from the expectations expressed in the forward-looking statements. There can be no assurance that the Company will achieve such expectations, including the Company’s ability to successfully obtain a reversal of the Delisting Determination, the Company’s ability to demonstrate compliance with Nasdaq listing rules, and the Company’s ability to complete its business combination with Oabay. The forward-looking statements contained in this report speak only as of the date of this report and the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this report, unless required by law.

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.

	BAYVIEW ACQUISITION CORP
Date: July 14, 2026	Bayview Acquisition Corp
Date: July 9, 2026	By:	/s/ Xin Wang
	By:	/s/ Xin Wang
	Name:	Xin Wang
	Title:	Chief Executive Officer and Director

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