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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): August 5, 2025 (August 1, 2025)

 

 

CSLM Acquisition Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   001-41219   98-1602789
(State or other jurisdiction   (Commission   (I.R.S. Employer
of incorporation)   File Number)   Identification No.)

 

2400 E. Commercial Boulevard, Suite 900  
Ft. Lauderdale, FL   33308
(Address of principal executive offices)   (Zip Code)

(954) 315-9381

(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 Securities Exchange Act of 1934:NONE

Securities registered pursuant to Section 12(g) of the Securities Exchange Act of 1934:

 

Title for each class

  

Trading

Symbol(s)

Units, each consisting of one Class A ordinary share, one right and one-half of one redeemable warrant    CSLFU
Class A ordinary shares, par value $0.0001 per share    CSLMF
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50    CSLWF
Rights to acquire one-tenth of one Class A ordinary share    CSLRF

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 8.01.

Other Events.

On July 28, 2025, the Company held an Extraordinary Meeting (“Meeting”) to approve the Business Combination and the transactions contemplated therewith. On June 9, 2025, the record date for the Meeting, there were 6,116,437 ordinary shares entitled to be voted at the Meeting. This included 6,116,436 Class A ordinary shares, par value $0.0001 per share (“Class A Shares”), and one Class B ordinary share, par value $0.0001 per share (“Class B Shares” and together being the issued and outstanding ordinary shares of the Company, referred to as the “Shares”). At the Meeting, 5,186,264 or 84.79% of such Shares were represented in person or by proxy, and the Business Combination was approved.

In connection with the Meeting, 99,187 Class A Shares were tendered for redemption, leaving 901,955 public Class A Shares. As a result, approximately $1,205,122 (approximately $12.15 per share) will be removed from the Company’s trust account to pay such holders, without taking into account additional allocation of payments to cover any tax obligation of the Company since that date. After the redemptions, approximately $10,959,620 will remain in the Company’s trust account.

 


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.

 

    CSLM Acquisition Corp.
Dated: August 5, 2025     By:  

/s/ Charles Cassel

    Name:   Charles Cassel
    Title:   Chief Executive Officer