UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The Stock Market LLC | ||||
| The Stock Market LLC | ||||
| The Stock Market LLC | ||||
| The 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
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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
As approved by the shareholders of Oak Woods Acquisition Corporation (the “Company”) at the Extraordinary General Meeting held on March 20, 2025, the following proposals were approved thereby amending the Amended and Restated Articles and memorandum of Association (the “Charter”) to give the Company the right to extend the date by which the Company has to complete a business combination from March 28, 2025 to September 28, 2025, by depositing into the Trust Account $172,500 per for each one-month extension, on or prior to the date of the applicable deadline, for up to six (6) times.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On March 20, 2025, the Company held the Extraordinary General Meeting. As of the close of business on March 6, 2025, the record date fixed by the board of directors of the Company, the outstanding ordinary shares of the Company entitled to vote consisted of 6,037,979 Ordinary Shares. Each Ordinary Share entitles the holder to one vote.
The final results for each of the matters submitted to a vote of the Company’s shareholders at the Extraordinary General Meeting are as follows:
1. The Extension Proposal
Shareholders approved the Extension Proposal. Approval of the Extension Amendment Proposal required a special resolution under Cayman Islands law, being a resolution passed by a majority of not less than two-thirds (2/3) of such holders of the issued and outstanding ordinary shares voted in person or by proxy at the Extraordinary General Meeting. The Extension Amendment Proposal received the following votes:
| FOR | AGAINST | ABSTAIN | ||
| 4,804,188 | 0 | 0 |
2. The Adjounrment Proposal
Shareholders approved The Adjournment Proposal. Approval of the The Adjournment Proposal was passed though was moot as a result of the approval of The Extension Proposal. The Adjournment Proposal required an ordinary resolution under Cayman Islands law of a simple majority of such holders of the issued and outstanding ordinary shares voted in person or by proxy at the Extraordinary General Meeting or any adjournment thereof. The Adjournment Proposal received the following votes:
| FOR | AGAINST | ABSTAIN | ||
| 4,679,188 | 125,000 | 0 |
Item 8.01. Other Events.
In connection with the shareholders’ vote at the Extraordinary General Meeting of shareholders held by the Company on March 20, 2025, 679,929 ordinary shares were tendered for redemption, leaving 6,037,979 ordinary shares.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | |
| 3.1 | Minutes of Extension Amendment to the Amended and Restated Memorandum and Articles of Association of Oak Woods Acquisition Corporation | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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: March 26, 2025 | ||
| OAK WOODS ACQUISITION CORPORATION | ||
| By: | /s/ Lixin Zheng | |
| Name: | Lixin Zheng | |
| Title: | Chief Executive Officer | |
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