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Pono Capital Corp

AWIN · Nasdaq

Trust settledAERWINS Technologies Inc. · Finished

NO ACTION REQUIRED

Nothing left to do

The purchase completed and the shares became shares in the company it bought. There is no deadline left to miss.

Cash at settlement

no closing figure

No cash-per-share figure was filed for this vehicle before it finished.

Last close

no quote on file

Daily close

Nothing left to claim

this vehicle finished

There is nothing to hand back: holders who wanted cash elected it at the vote, and the rest became shares in the buyer.

Read what happened to the cash

The floor

Trust settled

This SPAC has finished — its trust was paid out or used to close the deal, so there is nothing left to redeem

Read the reasoning behind this verdict

No price history on file yet — daily closes accumulate from the market data feed.

Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.

SpacBrain’s read

Trust settled

The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).

In plain terms

What it is
A SPAC from Pono Capital (Shindo Dustin M), listed on Nasdaq in August 2021.
What it's doing now
It agreed to buy AERWINS Technologies Inc.. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
What you should know
This SPAC has finished. The purchase completed, and the shares became shares in the company it bought — anyone who wanted the cash instead asked for it at the vote, so there is no cash left here to claim and no deadline left to miss.

At a glance

Where it stands
Closed (deSPAC)
The business it bought
AERWINS Technologies Inc. — Technologies Inc.
Industry
the deal record does not name the target's industry yet
Deal value
not stated in the filings we hold
Price vs cash at settlement
no live price on file
Cash in trust when it settled
not yet extracted into a snapshot — the filings below may state it
the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
IPO
11 August 2021
size not on file · 101.5% of each $10 unit into trust
Headquarters
SHIBA KOEN ANNEX 6 F, 1-8,, MINATO-KU, TOKYO, M0, 105-0011
registered in Delaware
Lead underwriter
not extracted from the prospectus yet
Key officers
Komatsu Shuhei (Chairman of the Board and CEO) · Katano Daisuke (Chief Operating Officer(1)) · Miura Kazuo (Chief Product Officer)
Listed securities
AWIN common
Cash held per sharenot filed for this window

This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.

Shares already handed backthe filing does not state a pre-event share count

At the 3 February 2023 event.

0001193125-23-087988opens on sec.gov in a new tab

Next date that mattersno dated event on file

Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.

Yield to redemption

Nothing left to redeem — no yield to compute.

This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.

What happened to the cash

The reasoning behind the verdict above, in the order the filings establish it.

  1. The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).

What has happened, and what is coming

2 dated milestones

Every dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.

  1. 11 August 2021IPOpassed

    IPO size not on file

  2. 3 February 2023Shares handed backpassed0001193125-23-087988opens on sec.gov in a new tab

    redemption rate not stated in the filing

The deal

terms as filed

What it is buying, on what terms, and how much of the combined company new shares take from you.

Who has already taken their money back

1 filed event

Each time shareholders were offered their cash back, some took it. Heavy cash-outs drain the account and shrink the number of shares left — whatever remains has to carry the deal.

Worst single event

—

no filing states a pre-event share count

Shares redeemed, all events

11.33M

across every filed redemption event

Every figure below is stated in the linked filing; nothing here is estimated.

The score

deterministic, from filed fields

AWIN is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.

Asymmetric return scoreNeither a price nor a cash-per-share figure is on file for this vehicle, and the score is a ratio between the two. Nothing is estimated to fill the gap.

The score is only published for names that carry both a price and a filed cash-per-share figure — 292 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.

See the names that are scored, and how

The company

from SEC filings
Read the full profile

Pono Capital Corp was a Delaware-incorporated blank check company formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. The company stated its search focus on disruptive technology companies, with a spotlight on Asia and Japan in particular, across industries including enterprise security and operations applications, cloud-based content and digital streaming services, drone technology and service, AI companies, consumer healthcare and wellness, biomedical technology, entertainment/gaming, distance learning, online retail, and e-sports. Its management team was led by Chief Executive Officer Dustin Shindo, who brought over 25 years of entrepreneurial experience including a prior NASDAQ IPO and extensive deal-making experience across eastern and southeastern Asia, supported by independent director Steve Iwamura, a former Partner at Deloitte Touche Tohmatsu LLC with 21 years in Japan, and director Kotaro Chiba, a serial entrepreneur and venture capital fund sponsor who was part of the pre-IPO team at COLOPL Inc. (3668:Tokyo). The sponsor was Mehana Equity LLC, a Delaware limited liability company of which certain officers and directors were beneficial owners.

Pono Capital Corp priced its initial public offering on August 11, 2021, under registration statement No. 333-257150, with EF Hutton, division of Benchmark Investments LLC, serving as underwriter. The offering of 10,000,000 units at $10.00 per unit raised $100,000,000 in gross proceeds, with each unit consisting of one share of Class A common stock and three-quarters of one redeemable warrant, each whole warrant exercisable at $11.50 per share. The units were listed on Nasdaq under the symbol "PONOU," with the Class A common stock and warrants expected to trade separately under "PONO" and "PONOW," respectively. The trust account held $10.15 per unit ($101,500,000 in aggregate, or $116,725,000 if the over-allotment option was exercised in full), with J.P. Morgan Securities LLC and Continental Stock Transfer & Trust Company as trustee. The sponsor purchased 469,175 placement units (or 521,675 if the over-allotment was exercised in full) at $10.00 per unit in a simultaneous private placement for $4,691,750 (or $5,216,750 if the over-allotment was exercised in full). The company was required to complete its initial business combination within 18 months of the IPO closing, failing which it would redeem 100% of public shares at the per-share trust amount.

The company subsequently completed a business combination and changed its name to AERWINS Technologies Inc., with the common stock trading on Nasdaq under the ticker AWIN. The transaction closed on or about February 9, 2023, as evidenced by a Form 8-K filing reporting the change in shell company status under Item 5.06, at which point the registrant ceased to be a shell company and adopted the AERWINS Technologies Inc. identity. The post-combination entity, based in Middletown, United States, operates as a developer of unmanned aerial vehicle monitoring and management platform services, facilitating the planning, monitoring, and management of aircraft condition and supporting automatic operation of unmanned aerial vehicles.

Material findings

from the full read of every filing

Every document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.

  • DEF 14A10 October 20230001493152-23-036747opens on sec.gov in a new tab

    The financing carries a $1,000,000 original issue discount on $5,000,000 of cash, a 20% premium before any interest or conversion discount, and the notes are secured, so Lind ranks ahead of every equity holder on the company's assets. Approving issuance beyond the 20% Nasdaq threshold removes the only structural cap on how much stock those notes and warrants can become, and secured convertibles of this type typically convert at a discount that grows as the share price falls. Legacy Pono-era holders bear the full dilution.

  • S-4/A4 January 20230001193125-23-001606opens on sec.gov in a new tab

    The share number that is stated is not on the cover but in Proposal 7, the Nasdaq proposal: approval to issue up to 60,000,000 newly issued shares of common stock in the business combination, the amount to be determined. Post-closing ownership shifts slightly from Amendment No. 1 — the Sponsor is now put at about 5.3% and AERWINS securityholders at about 77.6%, against 5.2% and 77.9% in the earlier version, both excluding warrants and assuming no redemptions. The Sponsor and Pono's directors and officers currently hold about 24.0% of Pono common stock and have agreed to vote it in favour.

  • S-4/A20 December 20220001193125-22-308591opens on sec.gov in a new tab

    The blanks are the point at this amendment: the cover reads 'PROSPECTUS FOR UP TO [blank] SHARES OF COMMON STOCK', the record-date trust balance is left as '$', and the special meeting is dated '[blank], 2022' — so no registered share count can be quoted from Amendment No. 1. What it does state: pro-forma 68,114,674 shares assuming no redemptions, AERWINS 77.9% (53,045,499), public 16.9% (11,500,000), sponsor 5.2% (3,569,175); at maximum redemption AERWINS 93.7% and sponsor 6.3% of 56,614,674, with all 11,500,000 public shares out at an estimated $10.31, about $118.6 million.

  • S-41 December 20220001193125-22-296038opens on sec.gov in a new tab

    This base version already carries the pro-forma figures the later amendments repeat: 68,114,674 shares assuming no redemptions — AERWINS 77.9% (53,045,499), public 16.9% (11,500,000), sponsor 5.2% (3,569,175) — against 56,614,674 if all 11,500,000 public shares redeem for about $118.6 million at an estimated $10.31, leaving AERWINS 93.7% and the sponsor 6.3%. A separate fully-diluted table runs five redemption levels, with Pono public stockholders at 21.7% falling to 10.8%. Pono cannot close if redemptions leave net tangible assets under $5,000,001.

Filings

live EDGAR feed

Everything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.

Show the other 10 filings

The record

The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.

Show the reference detail

Unit structure

Cash in trust at IPO$10.15

from 424B3 0001193125-23-008348

Trading & liquidity

Average daily volume (20d)no volume reported on the bars we hold
Average daily $ volumeneeds both volume and a live price
Range over the bars heldnot enough price history
Total cash in trustthe trust total is not in the last XBRL stamp

Company profile

Industry (SIC)Aircraft (3721)
Registered inDelaware
Exchange · CIKNasdaq · 0001855631

All filings on EDGARopens on sec.gov in a new tab

Directors & officers

Institutional holders

from SC 13G/13D

Funds that have declared a stake above 5%. Heavy ownership by arbitrage funds usually means heavy cash-outs at the next vote.

Show the declared stakes

11 filers with a stake on file · 0 re-affirmed in the last 12 months. A stake with no amendment since is the filer’s last word on it, not proof it is still held — and percentages filed in different years are percentages of different floats, because this vehicle’s share count collapses at every redemption.

One line per filer, not per reporting person: a joint schedule names the management company, its funds and often the individual who controls them, and all of them report the same shares. Click a name for that filer’s whole footprint across every SPAC it has declared a stake in.

News

company wires and the financial press

Reporting we have matched to this ticker. Headlines belong to the outlets that wrote them.

Show the headlines

Sources on file

harvested pages, kept in full

Every public page we have read about this company, stored in full so a source can never go missing.

Show the sources

33 full SEC filing texts archived — searchable, never lost.

In plain English

tap a term to open it

Every piece of jargon this page could have used, and what it actually means.

Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected

A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.

Redemption deadlinethe last day to hand shares back for cash

Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.

Broker action datethe day your broker needs the instruction — earlier than the official date

Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.

Cash in trust / trust per sharethe cash the company is holding for each public share

Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.

Trust discountbuying below the cash held for you

Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.

Dilutionhow much of the company new shares take from you

Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.

Pro-forma equitywhat the company is valued at once the deal closes

The combined company's equity value assuming the announced terms and the redemptions that have actually happened.

ARShow much upside you get per unit of downside

SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.

De-SPACthe day the SPAC becomes the real company

The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.

Outside datethe contractual long-stop for closing the deal

A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.

Accession numberthe SEC's unique id for one filing

Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.

Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since

A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.

Ask the brain

from its filings
Data provenance & audit trail4 internal entries

Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.

AWIN — company record
UNIVERSE-IPO-INDEX2026-08-17

admitted from EDGAR's QUARTERLY FORM INDEX, walked without any SIC filter. The SIC 6770 census could not reach this registrant: EDGAR reassigns a shell's SIC the day it stops being one, and this CIK now files under 3721 (Aircraft). The screen found it by filing SHAPE instead — S-1 2021-06-16 → 8-A12B 2021-08-10 → 424B4 2021-08-11 — which nothing rewrites. Admission rule: src/lib/universe-admit.ts. SIC 3721 + self-described blank check in 424B4 0001493152-21-019264; 424B 0001493152-21-019264 priced 2021-08-11 under S-1 0001493152-21-014582 (file 333-257150, an offering for cash); common ticker AWIN off 8-K 0001193125-23-024348 (2023-02-03); lifecycle EXITED. The pricing prospectus was filed under SEC file number 333-257150, which belongs to S-1 0001493152-21-014582 (2021-06-16) — a registration of shares sold for CASH, which is what makes it an IPO rather than merger consideration. Blank-check status from the registrant's own first-person sentence in that prospectus (EDGAR full-text search, 424B4 2021-08-11). Ending PROVEN, not inferred: CLOSED per 8-K 0001193125-23-030266 (2023-02-09) — 8-K item 5.06 "Change in Shell Company Status" (EDGAR item index, items: 1.01,2.01,3.02,3.03,5.01,5.02,5.03,5.05,5.06,7.01,8.01,9.01). ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.

SPONSOR-ID2026-08-14

sponsor "Mehana Equity LLC" (SEC CIK 0001878727) sourced from Form 3 reportingOwner (10% owner) acc 0001493152-21-020223.

NAME-REPAIR2026-08-31

"AERWINS Technologies Inc." is the registrant's CURRENT identity, adopted when the combination closed — EDGAR renames on the closing day, so the rename predates the ending we store and every date-based check cleared it; the vehicle traded as "Pono Capital Corp" per the COMPANY CONFORMED NAME in 424B4 0001493152-21-019264 filed 2021-08-11. §98

Deal — AERWINS Technologies Inc.
UNTAGGED

[CLOSED-RENAME] EDGAR CIK 0001855631 records "Pono Capital Corp" ending 2023-01-31; the registrant continues as "AERWINS Technologies Inc.". The rename is the SEC's own record of what the vehicle became, keyed by CIK. Closed 2023-01-31. No deal value is set — a rename says what was acquired, never for how much. No date column is set: Deal has announcedAt, voteDate and expectedCloseAt and nowhere to record an actual close, so the SEC's date is kept here until that column exists.

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