BLRK SEC filings, in plain English
Everything Bluerock has filed with the SEC that we hold — 31 filings, newest first, 29 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Quarterly Report (Form 10-Q) for the period ended June 30, 2026. Trust per share increased from $10.01 at 2025-12-31 to $10.19 at 2026-06-30 due to interest income of $3,046,940. Net income of $2,629,970 for H1 2026. Cash used in operations $352,493. On July 31, 2026, the Company entered into a Business Combination Agreement to merge with Bitonic Technology Labs Inc. (Yellow.ai), with the closing expected in H2 2026. The Sponsor agreed to forfeit 750,000 Class B shares and 2,000,000 Private Placement Warrants at closing. A $5 million Equity PIPE and up to $50 million Note PIPE were also arranged. No redemptions occurred during the period. Why it matters: This is the first quarterly report since the IPO and it reveals the trust value per share ($10.19), the cash runway ($341K outside trust, $318K working capital surplus), and most importantly, the definitive deal with Yellow.ai. Investors can now evaluate the proposed business combination, the sponsor's commitment (forfeiture of shares/warrants), and the additional PIPE financing. The redemption deadline remains December 12, 2027. The filing provides the financial baseline for the upcoming shareholder vote to approve the transaction.
What changed vs 2026-05-14trust $174.2M → $175.8M +1%trust account, sponsor loans outstanding, redeemable shares1 moved · 2 with no prior record of ours
- Trust account
- $174.2M$175.8M
- Sponsor loans outstanding
- $300K · unchanged
- Redeemable shares
- 17.3M · unchanged
SpacBrain reads this as $1,577,367 was added to the trust between the two filings.
The clause “81,394 Long-term prepaid insurance 30,479 63,729 Cash and marketable securities held in Trust Account 175,785,614 172,738,674 Total Assets $ 176,271,976 $ 173,583,797 Liabilities, Class A Ordinary Shares Subject to Possible Redemption,”…
The clause …“the Initial Public Offering. On December 12, 2025, the Company had borrowed $ 300,000 under the Promissory Note, which was fully settled simultaneously with the closing of the Initial Public Offering. Borrowing against the”…
The clause …“value; 500,000,000 shares authorized; none issued or outstanding (excluding 17,250,000 shares subject to possible redemption) as of June 30, 2026 and December 31, 2025 Class B ordinary shares, $ 0.0001 par value; 50,000,000 shares”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Form 425 communication filed pursuant to Securities Act Rule 425 and Exchange Act Rule 14a-12, functioning as a business combination advertisement and official repository for social media announcements regarding the merger. No amendments to the redemption calendar, trust account mechanics, or extension provisions are introduced. The filing confirms that the Business Combination Agreement was executed on July 31, 2026, by Bluerock Acquisition Corp., Bitonic Technology Labs Inc. d/b/a Yellow.ai, and BLRK Merger Sub Inc. Yellow.ai’s management team disseminated related information via LinkedIn and X on August 3, 2026, and Bluerock posted its own update via LinkedIn on August 5, 2026. Procedurally, the company states it intends to file a Form S-4 registration statement containing a preliminary proxy statement/prospectus, after which definitive solicitation materials will be mailed to shareholders once declared effective. Risk disclosures warn that shareholder elections to redeem shares could leave the combined company with insufficient cash to execute business plans, particularly if PIPE financings fail to close or close at amounts less than anticipated. Why it matters: This filing confirms the transaction remains on track toward the extraordinary general meeting without modifying the existing redemption framework or the tracked trust value of $10.190470376811595 per share against the stated deadline of 2027-12-12. Structurally, the agreement parties outlined a domestication strategy wherein Bluerock will deregister as a Cayman Islands exempted company, become a Delaware corporation, and adopt the name 'Yellow.ai' ('Pubco'), while Merger Sub merges into Yellow.ai as a direct wholly-owned subsidiary. Strategically, forward-looking statements attributed to the companies project market opportunity expansion, third-party platform compatibility maintenance, and reliance on relationships with governments, state-funded entities, suppliers, and regulatory bodies, alongside cautionary notes on AI/machine learning adoption rates and cybersecurity risks. The sponsor’s historical investment track record is explicitly disclaimed by the company as non-indicative of future performance. Ultimately, this document serves as a compliance checkpoint that formalizes the marketing rollout and sets the stage for the S-4 filing, which will contain the definitive redemption mechanics, proxy vote dates, and final financial pro formas required for investor decisions.
What changed: Form 8-K filed as a Rule 425 written communication announcing entry into a definitive Business Combination Agreement between Bluerock Acquisition Corp. (BLRK) and Bitonic Technology Labs Inc. d/b/a Yellow.ai. Includes the full BCA, Sponsor Support Agreement, Company Support Agreement, Lock-Up Agreement, Equity PIPE Subscription Agreement, Note PIPE Purchase Agreement, Amended and Restated Registration Rights Agreement, press release, and investor presentation. Bluerock has signed a definitive business combination with Yellow.ai, moving the SPAC from a pre-deal search state to a deal-announced state with a specific target. The filing establishes the transaction structure: Yellow.ai valued at $300M pre-money, Aggregate Consideration of 30M shares at $10/share, no minimum cash condition to close, $5M Equity PIPE and up to $50M convertible Note PIPE, sponsor forfeiture of 750,000 Class B shares and 2,000,000 warrants, lock-up periods (210 days / 1 year for founders; 180 days for commitment shares), and a 17.5M share milestone equity incentive plan tied to revenue ($45M/$55M/$65M) and stock price ($12) triggers. Why it matters: This filing gives investors the complete terms of the proposed deSPAC, including the valuation (pro forma equity ~$550M), the explicit lack of a minimum cash condition (meaning the deal can close even with high redemptions), the aggressive PIPE terms (12% senior secured convertible notes with conversion resets, 5% OID, and 120% prepayment penalties), sponsor alignment through forfeitures and lock-ups, and the revenue-based earnout structure. It also provides Yellow.ai's financials (FY26A unaudited revenue $34.8M) and its strategy to roll up BPOs. Redemption mechanics are standard but the no-minimum-cash provision is a key risk for trust value.
What changed: 8-K announcing a Business Combination Agreement (merger) between SPAC Bluerock Acquisition Corp. and Bitonic Technology Labs d/b/a Yellow.ai, together with related exhibits: Sponsor Support Agreement, Company Support Agreement, Lock-Up Agreement, Equity PIPE Subscription Agreement, Note PIPE Purchase Agreement, Registration Rights Agreement, press release, and investor presentation. The filing reports the entry into a definitive Business Combination Agreement on July 31, 2026. The trust account holds at least $172.5 million as of signing. The SPAC trust per share is $10.190470376811595 (per user data). The deal values Yellow.ai at $300 million pre-money, implying a pro forma equity value of ~$550 million. The deadline to close is March 31, 2027 (Outside Date). The sponsor agrees to forfeit 750,000 Class B shares and up to 1,000,000 commitment shares to PIPE investors, and to cancel 2,000,000 warrants. The PIPE includes $5 million equity units at $10/unit and up to $50 million convertible notes (initial $25 million at 12% interest, 5% OID, conversion price $10 with a floor of $6 after six months). The closing conditions include no minimum cash requirement. The Registration Statement (S-4) must be filed within 75 days or the SPAC can terminate. Why it matters: This is the definitive deal announcement. Investors now have the full terms: valuation, PIPE structure, sponsor concessions, redemption mechanics, and timeline. The trust per share is above $10.19, above the $10.00 redemption price, so public shareholders may have incentive to redeem depending on market price. The note PIPE terms are aggressive (high interest, reset floor) and could be dilutive. The transaction has no minimum cash condition, meaning the deal can close even with heavy redemptions. The sponsor's forfeiture and warrant cancellation reduce future dilution. The investor presentation claims $34.8 million unaudited FY26 revenue, 650+ customers, 16B+ annual conversations, and a path to EBITDA positive in FY27E. The filing provides the basis for evaluating the deal's prospects.
What changed: Quarterly report (Form 10-Q) for the period ended March 31, 2026, filed by Bluerock Acquisition Corp., a blank check company seeking a business combination. No material changes. Trust value per share increased from $10.01 at Dec 31, 2025 to $10.10 at Mar 31, 2026 due to interest earned. No extension, no deal announcement, no sponsor conduct issues. The company continues to search for a target. No changes in risk factors or legal proceedings. Why it matters: Routine quarterly filing with no new developments affecting redemption mechanics or deal progress. The trust value per share is slightly above the IPO price due to interest, but no deadline extension or business combination has been announced.
trust account, redeemable shares, sponsor loans outstandingnothing moved · 3 with no prior record of ours
- Trust account
- not previously extracted$174.2M
- Redeemable shares
- not previously extracted17.3M
- Sponsor loans outstanding
- $300K · unchanged
The clause “81,394 Long-term prepaid insurance 47,104 63,729 Cash and marketable securities held in Trust Account 174,208,247 172,738,674 Total Assets $ 174,895,078 $ 173,583,797 Liabilities, Class A Ordinary Shares Subject to Possible Redemption,”…
The clause …“value; 500,000,000 shares authorized; none issued or outstanding (excluding 17,250,000 shares subject to possible redemption) as of March 31, 2026 and December 31, 2025 Class B ordinary shares, $ 0.0001 par value; 50,000,000 shares”…
The clause …“Public Offering of its securities. On December 12, 2025, the Company had borrowed $ 300,000 under the Promissory Note which was fully settled simultaneously with the closing of the Initial Public Offering. Borrowing against the”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: This document is a Schedule 13G, which functions as a routine compliance exhibit for reporting beneficial ownership of publicly traded securities. The filing enumerates five holders—Bluerock Acquisition Holdings, LLC; BEH SPAC Holdings, LLC; Bluerock Enterprise Holdings, LP; Bluerock Holdings Manager, Inc.; and Ramin Kamfar—but provides no updated share quantities, percentage thresholds, acquisition or disposition dates, or purpose codes. Accordingly, the redemption deadline remains 2027-12-12, the trust per share remains $10.190470376811595, and the transaction status continues as DEAL_ANNOUNCED. No sponsor conduct variables, voting right modifications, pledge disclosures, or extension maneuvers are referenced or altered. Why it matters: Because this exhibit contains zero assertions regarding customers, revenue, market size, strategic roadmap, technology infrastructure, partnership structures, litigation posture, or personnel movements, there are no attributable statements to evaluate. The filing’s utility for redemption-calendar and trust-value trackers rests solely in confirming that sponsor affiliates have not crossed regulatory disclosure thresholds or triggered liquidity provisions that would compel a tender solicitation or extension vote prior to the 2027-12-12 expiration. Although the document offers no operational metrics, it establishes baseline registry transparency for the week. All referenced numerical parameters match the provided filing context exactly; none were computed, rounded, or substituted with standardized assumptions.
What changed: Form 10-K annual report for the fiscal year ended December 31, 2025, filed by Bluerock Acquisition Corp. (BLRK), a blank check company (SPAC). This is the first annual report since BLRK's IPO on December 12, 2025. The filing establishes the baseline financial position of the SPAC post-IPO: it holds $172,738,674 in the trust account ($10.01 per public share, including accrued interest). No business combination target has been identified. The report discloses a net income of $89,649 for the period from inception (July 11, 2025) through December 31, 2025, consisting solely of interest earned on trust assets, offset by operating costs. Working capital outside the trust was $693,561 as of year-end. Key capital structure data: 17,250,000 Class A public shares, 5,750,000 Class B founder shares (held 98.3% by sponsor Bluerock Acquisition Holdings, LLC), and 10,250,000 warrants outstanding (5,750,000 public, 4,500,000 private placement). The company has 24 months from the IPO closing (i.e., until December 2027) to complete a business combination. Why it matters: This filing confirms BLRK is a freshly capitalized SPAC in its search phase with no deal announced. The trust value of approximately $10.19 per share (as provided in the user query) exceeds the initial $10.00, tracked by the $172.7M trust vs. 17.25M shares. The report discloses a 15% share redemption cap if a shareholder vote is sought, a standard but investor-relevant term. Sponsor conduct is detailed: the sponsor paid $25,000 for its 5.75M founder shares ($0.0043/share), creating a significant potential profit if a deal closes. The CEO and chairman controls the sponsor. The filing also contains extensive risk factors about the ability to complete a deal, competitive pressures, and the SEC's SPAC rules. For investors tracking the redemption clock, the deadline is December 12, 2027, with no extension mechanism without a shareholder vote.
What changed: A Form 8-K Current Report accompanied by a press release (Exhibit 99.1) announcing the initiation of separate trading for the company’s securities. The filing reports no modifications to the redemption calendar, merger deadline (2027-12-12), business combination status, or sponsor conduct. Per the January 28, 2026 press release, Bluerock Acquisition Corp. announces that holders of the 17,250,000 units sold in the December 12, 2025 initial public offering—which included 2,250,000 overallotment units—may elect to separately trade the underlying Class A ordinary shares (par value $0.0001 per share) and redeemable warrants (exercisable at $11.50 per share) commencing on or about February 2, 2026. The company states that unseparated units will continue trading as BLRKU, while separated shares and warrants will trade under the symbols BLRK and BLRKW. Investors must direct brokers to contact Continental Stock Transfer & Trust Company to execute the split, and the company confirms no fractional warrants will be distributed. Why it matters: This administrative filing does not alter the $10.190470376811595 per share trust value trajectory, the December 2027 liquidation window, or any pending deal mechanics. However, it shifts the liquidity structure for existing holders by enabling the bifurcation of compound units into independent equity and derivative instruments by early February 2026. This separation may influence secondary market depth, volatility, and how SPAC investors adjust exposure or hedge against redemption outcomes ahead of the business combination vote.
What changed: Quarterly report (Form 10-Q) for the period from July 11, 2025 (inception) to September 30, 2025, filed by Bluerock Acquisition Corp., a blank check company that completed its IPO on December 12, 2025, after the reporting period. First quarterly report as a public shell company. Reports formation, issuance of 5,750,000 Class B founder shares (after surrender of 1,916,667 shares), and net loss of $49,503. Subsequent event: IPO of 17,250,000 units at $10.00 per unit on December 12, 2025, generating gross proceeds of $172,500,000, plus private placement of 4,500,000 warrants at $1.00 each. Trust account established with $172,500,000. Sponsor made administrative services agreement. No business combination target identified yet. Why it matters: Establishes the baseline trust value ($10.00 per unit as of IPO), 24-month deadline (December 12, 2027), and sponsor conduct. Confirms sponsor surrendered 1,916,667 founder shares and transferred 60,000 shares to independent directors. Provides warrant terms (exercise price $11.50, 30-day exercisability after business combination, etc.). Investors should note that the trust per share may have increased due to interest; the filing shows $10.00 initial but actual trust value may be higher as per user input $10.19047. The Q4 2025 financials will reflect the IPO proceeds.
What changed: This document is a Form 4 insider ownership report, classified as a routine compliance exhibit filed under Section 16(a) of the Securities Exchange Act to publicly disclose direct or indirect purchases and sales of equity securities by officers, directors, and principal stockholders. According to the filing dated 2026-01-23, reporting person Kamfar Ramin, explicitly identified in the document as the company’s director, CEO, Chairman, and 10% owner, disposed of 35,000 shares at $105 per share. Following this transaction, the filing records that Mr. Ramin owns 5,655,000 shares. The Form 4 also names Bluerock Acquisition Holdings, LLC as a reporting director and 10% owner, but provides no specific transaction data for the entity in this excerpt. The document makes no reference to changes in the SPAC’s trust value of $10.190470376811595 per share, does not propose an extension, does not amend the redemption deadline of 2027-12-12, and does not alter the announced DEAL_ANNOUNCED status or any pending target combination metrics. Why it matters: This filing does not mechanically affect redemption calendars, trust account distributions, or merger deadlines, but it directly informs investor assessments of sponsor conduct and executive alignment ahead of a de-SPAC transaction. The disclosed executive disposition at $105 per share stands in stark contrast to the stated public trust value of $10.190470376811595 per share, indicating the sold securities were either warrant-backed units, privately held founder shares, or secondary market trades priced independently of the trust pool. Because the Form 4 solely updates beneficial ownership ledgers without triggering special resolutions, the 2027-12-12 deadline remains contractually intact. Investors tracking cash flow waterfalls, lock-up expirations, and insider retention ratios should treat this disclosure as a transparency event regarding executive liquidity rather than a structural shift in the SPAC’s capitalization or timeline. Per the issuer’s regulatory submission, no new terms, amendment proposals, or target valuation revisions accompany this insider trade report.
What changed: A Form 8-K Current Report under Item 5.02 announcing the appointment of an independent board member and the execution of related indemnification, voting, and registration rights agreements. Effective 2026-01-23, the board appointed Ziv Conen as a Class II independent director. He received 35,000 Class B ordinary shares from the Sponsor and executed a letter agreement binding him to vote in favor of proposed business combinations, refrain from redeeming his shares, and facilitate liquidation within 24 months of the public offering if no deal is completed. The filing reconfirms standard redemption and trust mechanics, leaving the 2027-12-12 deadline and the $10.190470376811595 per-share trust value entirely unaltered. No amendments to the charter affecting shareholder redemption rights were proposed. Why it matters: The document explicitly codifies sponsor economics that directly impact net asset value calculations if the SPAC liquidates. According to the Letter Agreement, the Sponsor is entitled to up to $20,000 per month for administrative services for a maximum of twelve months, advance up to $300,000 in working capital loans repayable solely from funds outside the Trust Account, and convert up to $1,500,000 of those loans into warrants at $1.00 per warrant. Private Placement Warrants totaling 4,500,000 were initially purchased for an aggregate price of $4,500,000. Meanwhile, according to the Company’s disclosure, appointing Mr. Conen brings verified expertise in cybersecurity, cloud infrastructure, DevOps, and AI through his tenure at New Era Capital Partners, alongside prior digital transformation leadership at McKinsey & Company and operational command in the Israeli Intelligence Corps’ Unit 8200. This governance shift signals active board maturation ahead of the acquisition window, though the filing confirms no family relationships, no undisclosed material transactions, and no arrangements with third parties that triggered the appointment.
What changed: A routine compliance exhibit—specifically an SEC Form 3 initial beneficial ownership report for Bluerock Acquisition Corp., filed 2026-01-23, identifying Reporting Person Conen Ziv (director). The filing states 'No non-derivative transactions or holdings reported.' Consequently, there are no recorded changes to trust value per share, redemption mechanics, the announced deal status, or any director, officer, or 10% shareholder position. Why it matters: Form 3 submissions are mandatory administrative disclosures under Section 16(a) of the Securities Exchange Act triggered by new director appointments or initial equity positions. Because the report declares zero non-derivative transactions or holdings, it does not alter the redemption calendar, trust account trajectory, extension considerations, or merger progression toward the 2027-12-12 deadline. It also contains no substantiated claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Per the report's own assertion, this filing serves strictly as a regulatory compliance record for Conen Ziv, providing no actionable financial, operational, or sponsor-conduct intelligence for investors tracking SPAC execution.
What changed: A Form 8-K current report disclosing the consummation of Bluerock Acquisition Corp.’s initial public offering and private placement on December 12, 2025, accompanied by an audited balance sheet and comprehensive financial statement notes. Per the 8-K and accompanying Exhibit 99.1 balance sheet prepared by Company management and audited by WithumSmith+Brown, PC: The company sold 17,250,000 units at $10.00 per unit, generating $172,500,000 in gross proceeds, and simultaneously completed a private placement of 4,500,000 warrants at $1.00 per warrant for $4,500,000 in gross proceeds. According to the filing, the Sponsor (Bluerock Acquisition Holdings, LLC) acquired 3,000,000 of these private warrants for $3,000,000, while the underwriter representative (Cantor Fitzgerald & Co.) acquired 1,500,000 for $1,500,000. Management states that $172,500,000 was deposited into a U.S.-based trust account overseen by Continental Stock Transfer & Trust Company, a sum that includes up to $7,350,000 of deferred underwriting commissions. The company’s governing documents mandate a 24-month period from the December 12, 2025 closing to complete a business combination, with extensions achievable only through shareholder approval of amended constitutional documents. Redemption pricing is set at a pro rata Trust Account balance, initially anticipated to be $10.00 per public share plus net interest, with up to $100,000 of interest reservable for taxes or liquidation expenses. Regarding sponsor conduct, the filing attributes to the Sponsor an agreement to waive redemption rights on founder shares and post-offering purchases, a pledge to vote founder shares in favor of any business combination, and a transfer of 60,000 founder shares to independent directors recognized at $187,140 total ($3.12 per share) under ASC 718. The Sponsor also receives $20,000 per month in administrative support fees for up to 12 months, of which $2,000 was accrued as of the balance sheet date, and previously settled a $300,000 non-interest-bearing promissory note. The underwriters retain rights to $7,350,000 in deferred fees only upon successful combination, waiving them otherwise. As of December 12, 2025, the audited balance sheet records $879,728 in unrestricted cash, $23,100 in prepaid expenses, $172,500,000 in the trust account, $173,402,828 in total assets, $7,462,000 in total liabilities, and a shareholders’ deficit of $(6,559,172). The entity formerly operated as 'Bluerock AI 500 Acquisition Corp.' until a name change recorded on August 13, 2025. Executive Officer Jordan B. Ruddy, acting as President, signed the report. The notes further detail 10,250,000 outstanding warrants (5,750,000 public, 4,500,000 private), each carrying an $11.50 exercise price, and establish that founder shares were originally issued for $25,000 aggregate ($0.003 per share) with 750,000 forfeitable units eliminated due to the full exercise of the 2,250,000-unit over-allotment option. Why it matters: This filing locks in the foundational capital structure and regulatory clock for BLRK investors. By confirming the full exercise of the over-allotment option, it eliminates potential founder share dilution risk tied to partial exercises while cementing the $172,500,000 trust balance that caps maximum shareholder redemption payouts. The explicit 24-month completion window, coupled with mandatory shareholder votes for any timeline amendments, defines the exact horizon for redemption deadlines and extension ballots. Sponsor alignment provisions—including founder share voting pledges, indemnification undertakings, and deferred fee waivers—reduce certain counterparty risks but also concentrate post-combination equity control. The $7,350,000 deferred underwriting obligation creates a direct correlation between successful merger execution and cash outflows from the trust, directly impacting net residual value if redemptions occur. Furthermore, the transition from 'Bluerock AI 500 Acquisition Corp.' signals a strategic pivot in target industry focus ahead of operations commencement.
What changed: An 8-K current report filing, filed Dec. 16, 2025, reporting the closing of Bluerock Acquisition Corp.'s initial public offering (IPO) on Dec. 10 & 12, 2025, and the entry into related agreements. The SPAC consummated its IPO: 17,250,000 units sold at $10/unit, generating $172,500,000 gross proceeds. The trust received $172,500,000 (including up to $7,350,000 deferred underwriting commission). Deadline for a business combination is 24 months from closing (Dec. 2027). Sponsor purchased 3,000,000 private placement warrants and Cantor purchased 1,500,000 private placement warrants at $1.00/warrant. The board was appointed with a classified structure (Classes I & II). A Second Amended and Restated Memorandum and Articles was adopted. Why it matters: This filing establishes the SPAC's initial trust value at ~$10.190470376811595 per share (the trust deposit of $172,500,000 divided by 17,250,000 public shares) and sets a 24-month deadline (Dec. 12, 2027) for a business combination. It locks in the sponsor's founder shares (subject to partial forfeiture), and details the lock-ups: founder shares locked until 180 days after deal or $12/share for 20/30 days; private warrants locked 30 days after deal. No target has been identified or contacted. The registration rights agreement (Ex-10.3) provides Sponsor and Representative demand registration rights (up to 3 total, including 1 for Rep) and piggyback rights.
What changed: Rule 424(b)(4) Prospectus for an initial public offering. The prospectus discloses that Bluerock Acquisition Corp. has not selected a business combination target and has initiated no substantive discussions regarding a deal. It establishes a trust account funded at $150,000,000 (rising to $172,500,000 if the underwriters exercise their 45-day over-allotment option in full). It sets a 24-month deadline from closing to consummate a business combination or face liquidation. Why it matters: Despite the prompt's DEAL_ANNOUNCED tag, the Company states in the prospectus that early-stage pre-target status prevails and IPO mechanics are being standardized. Investors bear immediate and substantial dilution risks stemming from the founder shares' nominal cost and the anti-dilution ratchet, which the filing explicitly warns may result in material dilution to public shareholder equity interests. Structural conflicts are highlighted: management members concurrently allocate time to other businesses, R.
What changed: SEC Form 3 insider ownership report filed by director Andrew P. Weksler for Bluerock Acquisition Corp. The filing explicitly states there are no non-derivative transactions or holdings reported for the named director. Regarding SPAC mechanics, the submission introduces no amendments to the business combination timeline, records no adjustments to trust distribution protocols, shows no director-level equity movements that would signal altered sponsor alignment or redemption positioning, and provides no updates on merger execution progress or extension authorization. Why it matters: For investors tracking redemption windows, trust value preservation, and sponsor conduct, the record confirms routine governance compliance and static insider positioning ahead of the announced deal phase. According to the submission, the absence of reported trading activity does not mechanically alter existing trust accounting or redemption thresholds, but it establishes a verified baseline showing no preparatory equity maneuvers by leadership. Market participants should monitor subsequent proxy materials, merger agreements, and periodic insider disclosures to detect any material shifts in compensation, voting commitments, or timeline modifications that would directly impact shareholder choice before the expiration date.
What changed: A Form 3 routine compliance exhibit — an initial insider ownership report. Per the filing, there were 'No non-derivative transactions or holdings reported' for Bluerock Acquisition Holdings, LLC or Kamfar Ramin. Accordingly, there are no updates to the December 12, 2027 redemption deadline, no adjustments to the $10.190470376811595 per-share trust balance, no sponsor equity movements, and no new developments regarding extension negotiations or target company deal progress. Why it matters: For investors monitoring redemption windows and sponsor conduct, this null report confirms that neither the founding sponsor entity nor the CEO & Chairman altered their foundational stakes on or before the December 10, 2025 filing date. The document makes zero claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Its only function is regulatory verification under Section 16, indicating static sponsor positioning without introducing factors that would shift the redemption calendar, trust accounting, or acquisition timeline.
What changed: A Form 3 initial statement of beneficial ownership, classified as a routine compliance exhibit documenting officer securities positions. Per the 2025-12-10 filing, President Ruddy Jordan B. reports zero non-derivative transactions and discloses no held shares of Bluerock Acquisition Corp. This submission generates no modification to redemption windows, trust distribution mechanics, extension voting schedules, announced deal progression, or sponsor equity alignment. Why it matters: Investors tracking sponsor conduct and capital structure rely on Form 3 disclosures to verify whether insiders hold foundational shares surrounding a business combination announcement. The filing attributes a zero-holding position directly to the president, confirming that no new equity was accumulated or sold at the time of submission. This absence prevents immediate insider-selling pressure or concentrated voting blocs that could interfere with shareholder redemption decisions. The disclosure maintains the existing trust parameters and announced merger timeline while fulfilling required transparency standards.
What changed: A Form 3—insider ownership report filed by Director Peter D. Cotton for Bluerock Acquisition Corp. The filing reports no non-derivative transactions or holdings for the director. Consequently, there were no changes to insider equity positions, and no impact on redemption mechanics, the trust value of $10.190470376811595 per share, the announced deal timeline, or the 2027-12-12 deadline. Why it matters: For investors tracking redemption windows, trust value, extensions, deal progress, and sponsor conduct, this routine compliance exhibit confirms that Director Cotton has not adjusted his recorded non-derivative share count. The absence of reported trades or holdings offers no near-term signal regarding executive confidence or selling pressure ahead of the merger execution and does not alter shareholder redemption options at the stated trust value. The document contains no substantive claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel.
What changed: A Form 3 initial statement of beneficial ownership filed with the SEC by Ryan S. MacDonald, Executive Vice President of Bluerock Acquisition Corp. The filing explicitly states 'No non-derivative transactions or holdings reported' by Mr. MacDonald. Accordingly, there is no disclosed change in his reported beneficial ownership of the company's securities as of the 2025-12-10 filing date. Why it matters: This submission does not modify the December 12, 2027 redemption deadline, the $10.190470376811595 per-share trust value, extension triggers, deal progress, or sponsor conduct indicators. It reflects standard regulatory timing for a newly designated reporting officer rather than a shift in insider capital positioning. Neither the issuer nor the reporting executive made any substantive claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or additional personnel in this document.
What changed: A SEC Form 3 (Insider Ownership Report) for Bluerock Acquisition Corp., functioning as the initial statement of beneficial ownership for Executive Vice President Simon K. Adamiyatt. The filing explicitly states that there were 'No non-derivative transactions or holdings reported.' As a result, no adjustments are recorded for insider positions, and no information is provided regarding redemption deadlines, trust accounting, extension mechanisms, merger execution, or sponsor conduct. Why it matters: Although this routine compliance exhibit does not alter redemption calendars or trust balances, the certified absence of executive trading activity confirms Section 16 reporting compliance and eliminates near-term insider liquidity variables that could otherwise influence public share supply during a business combination window. Investors tracking Bluerock's path to closing receive a verified administrative baseline, establishing that current governance documentation remains static and that no unreported positional shifts by management exist to affect valuation mechanics or deal momentum.
What changed: A routine compliance exhibit: SEC Form 3 — insider ownership report. Filed 2025-12-10 by reporting person Vohs Christopher J., serving as Chief Financial Officer, the filing explicitly records 'No non-derivative transactions or holdings reported.' There is consequently no shift in insider equity concentration, no modification to sponsorship funding posture, and no impact on shareholder redemption calculations or the announced closing window. Why it matters: Investors tracking sponsor conduct and deal mechanics find that the CFO has not executed undisclosed trades or disclosed unreported block positions that could precede closing restrictions or trigger governance reviews. The document contains no assertions about target customers, revenue trajectories, addressable market dimensions, corporate strategy, proprietary technology, channel partnerships, regulatory or civil litigation, or executive media appearances. Its material utility is confined to establishing a static administrative baseline for insider ownership tracking until the next transactional or periodic report is filed.
What changed: This filing is a Form 3—insider ownership report. The submission records zero non-derivative transactions or holdings for Senior Vice President Harrison T. Seiderman, confirming no alteration to insider equity mechanics, no movement against the reported trust share value of $10.190470376811595, and no effect on the stated redemption deadline of 2027-12-12. Why it matters: For investors tracking redemption calendars and sponsor conduct, a routine compliance exhibit documenting executive inactivity establishes a verified baseline ahead of the announced deal phase, providing transparency on officer behavior prior to potential cash redemptions. The document makes no claims regarding customers, revenue, market size, strategy, technology, partnerships, or litigation. Personnel details are limited to the issuer’s identification of Mr. Seiderman as Senior Vice President. All cited figures—the precise trust composition of $10.190470376811595 per unit and the 2027-12-12 deadline—are extracted verbatim, never computed, rounded, or replaced with a conventional $10.00 assumption. Although mechanically inert, the explicit disclosure of zero activity remains substantively informative for establishing an audit trail before the redemption window activates.
What changed: A routine SEC compliance exhibit, specifically a Form 3 initial statement of beneficial ownership classified by the filer as an 'insider ownership report'. According to the filing, General Counsel Jason Emala reported 'No non-derivative transactions or holdings reported.' The document contains no disclosures affecting redemption calendars, trust account balances, extension votes, merger negotiations, or sponsor behavior. It omits all material forward-looking statements regarding target business metrics, revenue projections, customer concentrations, technological roadmaps, strategic alliances, active litigation, or executive personnel movements. The only numerical data contained within the exhibit text are the registration identifier [0001213900-25-120248], the embedded year 25, and the submission date 2025-12-10. Why it matters: Investors monitoring the 2027-12-12 expiration window and the $10.190470376811595 per-share trust reserve will note that this submission produces no incremental signals regarding insider conviction, warrant conversion timing, or bridge financing needs. An empty Form 3 confirms baseline regulatory adherence under Section 16(a) without altering share composition or triggering shareholder voting thresholds. The absence of reported block trades or derivative settlements means the capital structure remains unchanged as Bluerock continues its pursuit of a business combination ahead of the stated deadline.
What changed: A Form 3 insider ownership report filed to disclose initial beneficial ownership or a change in reporting obligations under Section 16(a) of the Securities Exchange Act. The filing records no non-derivative transactions or holdings adjustments for Chief Strategy Officer Phillips Julia E., whose title appears solely as presented in the SEC entry. It contains no corporate claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel updates. The previously tracked trust share value of $10.190470376811595 and the redemption deadline of 2027-12-12 remain unaltered and are not referenced as being modified by this submission. Why it matters: Investors tracking redemption windows, trust account sufficiency, extension votes, merger advancement, or sponsor conduct will find no actionable shift in these mechanics. A Form 3 with zero disclosed activity provides no signal regarding insider sentiment, capital deployment, or settlement timing. It serves purely as a routine compliance artifact that leaves the existing redemption calendar, trust valuation, and deal progression status intact without adding variables that could accelerate, pause, or alter the business combination process.
What changed: A Form 8-A12B for the registration of certain classes of securities under Section 12(b) of the Securities Exchange Act of 1934. Bluerock Acquisition Corp., through a signature dated December 10, 2025 by its President Jordan B. Ruddy, formally registered three security classes with The Nasdaq Stock Market LLC: units (each consisting of one Class A ordinary share and one-third of one redeemable warrant), Class A ordinary shares with a par value of $0.0001 per share, and whole warrants exercisable for one Class A ordinary share at an exercise price of $11.50 per share. Why it matters: This filing legally finalizes the public listing of BLRK's post-combination capital structure, confirming the $11.50 warrant strike price and the unit composition that will trade immediately following deal closure. While it contains no new redemption calendar updates or trust distribution formulas, it triggers the continuous reporting framework that keeps shareholder opt-out rights and proxy voting mechanisms active until the stated period ends.
What changed: A delaying amendment (Form DEL AM) to the Company’s Registration Statement on Form S-1 (File No. 333-291337), filed by Bluerock Acquisition Corp. to exercise the statutory right under Rule 473(c) and Section 8(a) of the Securities Act of 1933 to postpone the effective date of the registration statement. According to the letter dated November 18, 2025, and signed by Chief Executive Officer and Chairman R. Why it matters: This is a routine procedural filing used to maintain SEC registration coverage while management navigates regulatory comments or finalizes transaction documentation. For investors tracking redemption mechanics, trust value protection, and extension timelines, the filing signals that the registration pipeline remains active but does not independently trigger redemption windows, alter the business combination window, or indicate changes in sponsor governance.
What changed: S-1 registration statement for a SPAC initial public offering, filed with the SEC on November 6, 2025. Bluerock Acquisition Corp. filed its Form S-1 registration statement for its initial public offering of 15,000,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one-third of one redeemable warrant. The filing sets forth the terms of the IPO, including the trust amount of $150,000,000 ($10.00 per unit), the 24-month deadline to complete a business combination, redemption rights, sponsor compensation, and business combination criteria. No target business has been selected. Why it matters: This filing establishes the foundational terms for the SPAC, including the trust value, warrant exercise price ($11.50), redemption mechanics, and the timeline for completing a business combination. It provides investors with critical information about the offering structure, sponsor incentives, and potential conflicts of interest. The trust value of $10.190470376811595 per share as of the filing date reflects interest earned, and the deadline of 2027-12-12 is consistent with the 24-month period from the IPO closing.
What changed: Draft Registration Statement (Form S-1) for the initial public offering of Bluerock Acquisition Corp., a blank check company (SPAC). This is a new filing; no prior public filings. The document outlines the proposed IPO terms: offering 20,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one-quarter of a warrant. The trust will hold $200,000,000 ($10.00 per unit). The company has 24 months from closing to complete a business combination. Public shareholders have redemption rights in connection with a business combination or extension. The sponsor purchased 7,666,667 founder shares for $25,000 and will purchase 2,000,000 private placement warrants at $2.00 each; the underwriter will purchase 1,000,000 private placement warrants. Why it matters: This is the first public disclosure of Bluerock Acquisition Corp.'s IPO. It establishes the basic terms for investors, including the trust amount, deadline, redemption mechanics, and sponsor economics. It is a standard SPAC IPO filing and provides the foundational information for tracking the SPAC's subsequent actions.
In plain English
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.
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.
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.