Quartzsea Acquisition Corp 8-K

What Happened
Quartzsea Acquisition Corporation (QSEA) announced on March 3, 2026 that it entered into Amendment No. 1 to its Underwriting Agreement (originally dated March 17, 2025) with Polaris Advisory Partners, LLC (f/k/a SPAC Advisory Partners), a division of Kingswood Capital Partners LLC, as representative of the underwriters, and Kingswood Capital Partners LLC. The Amendment revises how the deferred underwriting commission is calculated and paid in connection with the Company’s initial business combination.

Key Details

• Amendment date: March 3, 2026; original Underwriting Agreement dated March 17, 2025.
• Deferred Underwriting Commission is payable from the trust account upon consummation of the initial business combination.
• The commission equals 4.00% of gross proceeds from sale of firm units and option units.
• Payment is subject to a cap equal to 4.00% of the funds remaining in the trust account after all properly submitted redemptions related to the initial business combination.
• The underwriters may waive the Deferred Underwriting Commission prior to consummation of the initial business combination.
• The full Amendment is filed as Exhibit 10.1 to the Company’s Form 8-K (filed March 11, 2026).

Why It Matters
This amendment clarifies and fixes the deferred underwriting fee at 4.00% and specifies that the fee will come from the SPAC’s trust account after investor redemptions, which affects the cash available at closing of a merger or acquisition. For investors, that means a defined portion of trust funds may be used to pay underwriters unless the underwriters choose to waive the fee, potentially reducing the net proceeds available to the target or remaining public company following the business combination.