CAQ SEC filings, in plain English
Everything Cambridge Acquisition has filed with the SEC that we hold — 30 filings, newest first, 28 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: Schedule 13G beneficial ownership report. The filing discloses no updates or modifications to shareholder redemption rights, trust account balances, extension vote requirements, target identification milestones, or sponsor fiduciary actions. It simply records that the Healthcare of Ontario Pension Plan Trust Fund has reported its equity position to the SEC. Why it matters: Because the document is a routine compliance exhibit, it contains no assertions regarding prospective customers, projected revenues, addressable market dimensions, commercialization strategies, proprietary technologies, joint ventures, pending litigation, or executive personnel changes. Without accompanying proxy materials, business combination agreements, or amended prospectus language, the report does not alter capital deployment expectations or affect the timing of potential liquidity events for public stockholders.
What changed: Quarterly Report (Form 10-Q) for Cambridge Acquisition Corp., a SPAC in search stage, covering the period ended June 30, 2026. Trust value per share remains $10.14 as of June 30, 2026, with $233,182,130 in the trust account. No definitive business combination agreement has been entered into. On May 8, 2026, the company engaged a finder for a potential buyside transaction, with a $3 million fee contingent on signing or closing a deal with a specific target; no liability has been recognized as no definitive documentation was signed. Working capital is $848,532. No changes to the redemption deadline (February 9, 2028) or sponsor conduct. No insider trading arrangements were adopted or terminated. Why it matters: The filing confirms the SPAC is still searching with no deal, preserving the existing redemption timeline and trust value. The finder's fee arrangement signals active deal pursuit but does not represent a binding commitment. The financial statements show no material changes in liquidity or capital structure, and the trust continues to earn interest.
What changed vs 2026-05-15trust $230.8M → $233.2M +1%trust account, sponsor loans outstanding, combination deadline +11 moved · 3 with no prior record of ours
- Trust account
- $230.8M$233.2M
- Sponsor loans outstanding
- not previously extracted$264K
- Combination deadline
- 2028-02-09 · unchanged
- Mandate language
- we are focusing our search on industries where cultural, reg… · unchanged
SpacBrain reads this as $2,420,956 was added to the trust between the two filings.
The clause …“offering costs 63,736 Long-term prepaid insurance 38,652 Cash and investments held in Trust Account 233,182,130 Total Assets $ 234,200,414 $ 69,606 Liabilities, Class A Ordinary Shares Subject to Possible Redemption, and Shareholders”…
The clause …“of the Initial Public Offering. As of February 9, 2026, the Company had borrowings of $ 264,083 under the IPO Promissory Note, of which $ 98,850 was repaid simultaneously with the closing of the Initial Public Offering. On”…
The clause …“of the Public Shares if the Company is unable to complete the initial Business Combination by February 9, 2028 or by such earlier liquidation date as the Company s board of directors ( Board ) may approve (the Combination Period”…
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: A Schedule 13G/A Joint Filing Statement and Exhibit I consenting to the co-filing of an amended beneficial ownership report for Cambridge Acquisition Corp. shares pursuant to Rule 13d-1(k)(1). According to the filing, Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah have mutually agreed to consolidate their CAQ reporting under a single Schedule 13G/A, dated May 15, 2026. The provided excerpt contains only the joint filing consent; it reports zero share counts, acquisition dates, purchase prices, or stated investment purposes. Consequently, it discloses no modification to CAQ’s February 9, 2028 redemption deadline, current trust value, extension posture, target search progress, or sponsor conduct. Why it matters: Investors monitoring redemption schedules, trust accounting, or SPAC conversion mechanics will find no alteration to CAQ’s operational timeline or capital deployment from this document. The only operative clause is the termination right permitting any signatory to withdraw from the joint filing arrangement via written notice. Because the main Schedule 13G/A body detailing aggregate ownership thresholds, voting intent, or control objectives is absent, the filing cannot indicate whether these holders intend to facilitate a business combination, challenge management, or simply maintain passive positions through the stated deadline. Routine compliance exhibits of this nature confirm administrative alignment but carry no independent weight on redemption outcomes or partnership trajectories.
What changed: Quarterly report (Form 10-Q) for the period ended March 31, 2026, filed by Cambridge Acquisition Corp., a blank-check SPAC. First quarterly report since IPO on February 9, 2026. Trust value $230.76 million ($10.03 per share), no target identified, no substantive discussions, redemption deadline unchanged at February 9, 2028. Sponsor conduct includes transfer of 150,000 Founder Shares to directors (vesting upon business combination), repayment of promissory note, and ongoing administrative services. No working capital loans outstanding. Why it matters: Establishes post-IPO financial baseline and trust per-share value. Confirms SPAC is still searching with over 21 months remaining in the combination period. No extension or redemption activity to date.
What changed: A routine compliance exhibit (Exhibit 99.1) attached to a Schedule 13G, specifically a Joint Acquisition Statement executed pursuant to Rule 13d-1(k). The filing reports no adjustments to CAQ’s redemption calendar, trust value, extension windows, deal progress, or sponsor conduct. Dated May 13, 2026, the document instead records that Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross mutually acknowledged they will file the associated Schedule 13G and all future amendments jointly, without submitting separate joint acquisition statements. Each holder expressly reserved individual responsibility for the accuracy and completeness of their own reported data, except where they know or have reason to believe another party’s disclosures are inaccurate. Why it matters: Investors monitoring shareholder coordination should note the formalized joint reporting structure among these three holders. Because the filers contractually bound themselves to amend their disclosures together, any future position changes, purpose statements, or control assertions will likely reflect synchronized activity rather than isolated trades. While the document contains zero claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel, the structural alignment itself is observable evidence of cooperative ownership. Tracking subsequent amendments will reveal whether this grouping maintains static exposure or adjusts holdings ahead of a target announcement or potential redemption period.
What changed: A Joint Filing Agreement submitted as Exhibit 99.1 to a Schedule 13G, which designates Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman to collectively file a beneficial ownership report for Cambridge Acquisition Corp. securities pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, referencing an underlying statement dated March 31, 2026, and executed on May 13, 2026 by Hayley Stein acting as Attorney-in-fact for David J. Snyderman. According to the agreement's explicit text, there are zero modifications to redemption schedules, trust account valuations, extension mechanisms, acquisition deal progress, or sponsor conduct disclosures. The document exclusively functions as an administrative coordination tool among affiliated investment entities and a named individual to satisfy joint SEC reporting obligations for their aggregated stake as of the referenced quarter-end date. Why it matters: Attributed to the signatories and the executing agent, the filing confirms that Magnetar-affiliated vehicles and David J. Snyderman have consolidated their disclosure filings, but it introduces no new information regarding target search velocity, capital call timing, shareholder rights defenses, or liquidity events. For investors tracking SPAC redemption deadlines, trust integrity, and sponsor behavior, this represents a routine compliance aggregation that leaves the firm’s SEARCHING parameters unaltered, demonstrating institutional alignment on reporting mechanics rather than advancing toward a business combination or triggering any timeline adjustments.
What changed: Form 8-K Current Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, accompanied by Exhibit 99.1 (a press release), formally notifying shareholders of the upcoming commencement of separate trading for initial public offering units. The registrant announced that, commencing March 30, 2026, holders of units sold in the initial public offering may elect to separately trade the embedded Class A ordinary shares and warrants. Each unit originally consisted of one Class A ordinary share (par value $0.0001) and one-third of one redeemable warrant. Each whole warrant entitles the holder to purchase one Class A ordinary share at $11.50 per share. The filing mandates that no fractional warrants will be issued upon separation, and only whole warrants will trade moving forward. Unseparated units will continue trading as CAQUU, while separated shares will trade as CAQ and separated warrants as CAQUW on the Nasdaq Global Market. Investors must direct their brokers to contact Continental Stock Transfer & Trust Company to execute the separation. The filing reports no alterations to the trust account per-share balance ($10.14), the business combination deadline (February 9, 2028), any extension rights, target acquisition progress, or sponsor conduct. Why it matters: According to the Company’s press release, Cambridge Acquisition Corp. was organized as a blank check company intended to effect a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. Management explicitly qualified all statements regarding possible business combinations and related financing as forward-looking, cautioning that actual results could differ materially. The filing contains zero disclosures regarding customers, historical or projected revenue, total addressable market size, proprietary technology, strategic partnerships, pending or threatened litigation, or executive personnel changes. Mechanically, the split unlocks standard post-IPO trading flexibility and potential warrant arbitrage channels, but it does not reset the redemption calendar, withdraw trust funds, force a vote, or accelerate the path to the February 9, 2028 liquidation threshold. As such, the document represents a routine administrative milestone rather than a substantive shift in capital allocation or shareholder rights.
What changed: Annual Report on Form 10-K for the fiscal year ended December 31, 2025. First 10-K since inception; reports pre-IPO period (October 24, 2025 to December 31, 2025) with no operations, $63,178 net loss, working capital deficit of $101,914, and $106,039 in promissory note borrowings from sponsor. IPO of 23,000,000 units at $10.00 per unit closed on February 9, 2026, raising $230,000,000 in trust. Trust per share is $10.00 at closing (note: $10.14 per share per user input, but filing states $10.00). Deadline for business combination is 24 months from February 9, 2026 (February 9, 2028). Sponsor purchased 495,500 private placement units at $10.00 each. No target identified. Key governance documents adopted: clawback policy, insider trading policy, code of ethics. Why it matters: Provides baseline financials and trust details for a newly public SPAC. Confirms trust amount, deadline, sponsor commitments, and redemption mechanics. No deal progress, but important for investors tracking the trust value and sponsor conduct. Filing includes risk factors and confirms no material changes since IPO.
What changed: SEC Form 4/A – Amended Statement of Changes in Beneficial Ownership reporting insider transactions for Cambridge Acquisition Corp. According to the Form 4/A filing, director and 10% owner Cam-Phung Michael Tam and 10% owner Cambridge Sponsor LLC executed open-market purchases on February 9, 2026, acquiring 495,500 shares at $10. The document states the reporting parties own 495,500 shares following the transactions. No amendments to the trust account balance ($10.14 per share as supplied), the business combination deadline (February 9, 2028), or the current SEARCHING status appear in this submission. Why it matters: For investors monitoring SPAC mechanics, sponsor and director open-market accumulation during a pre-deal period serves as a conduct signal that may reflect internal conviction regarding target pipeline development or management's desire to align personal capital with public shareholders before the February 9, 2028 redemption window closes. Because the acquisition was executed on the open market rather than through private placements or trust utilization, it does not dilute the $10.14 per-share trust value, trigger extension voting protocols, or indicate deal closure. The filing contains no substantive claims regarding customer relationships, revenue projections, market size, technology partnerships, litigation, or personnel changes beyond the reported equity position updates.
What changed: Amended Statement of Changes in Beneficial Ownership (Form 3/A) — routine compliance filing / insider ownership report. Director and 10% owner Cam-Phung Michael Tam and 10% owner Cambridge Sponsor LLC reported zero non-derivative transactions and no adjustments to their existing security holdings. Why it matters: This null disclosure confirms that both principal insiders have maintained their respective 10% stakes without selling, transferring, or acquiring additional shares, providing baseline transparency into sponsor conduct and capital preservation during the SEARCHING phase. The absence of insider trading activity does not mechanically alter the redemption calendar, trust valuation parameters, or the February 9, 2028 business combination timeline, but it stabilizes the ownership ledger ahead of any future acquisition announcement or extension vote. The filing contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel beyond the ownership attribution.
What changed: A FORM 3 insider ownership report, classified as a routine regulatory compliance exhibit filed under Section 16 of the Securities Exchange Act for Cambridge Acquisition Corp., specifically disclosing holdings and transaction activity for reporting person Eric Sklar, who holds the title of director. The filing text explicitly states 'No non-derivative transactions or holdings reported.' This confirms that Director Eric Sklar recorded zero open-market equity purchases, sales, or beneficial ownership adjustments during the reporting cycle. Bearing on your tracked mechanics—redemption windows, trust accounting, extension votes, target acquisition progress, and sponsor conduct—the submission delivers no updates, amendments, or deviations from prior public disclosures. Why it matters: This administrative filing establishes a neutral baseline for insider economic positioning. For investors monitoring whether sponsors or directors signal conviction via open-market accumulation or caution via liquidation, the report registers complete inaction, which neither accelerates redemption pressure nor implies imminent deal closure. The document contains no operational claims, financial targets, customer references, revenue estimates, market sizing assertions, technology roadmap details, partnership declarations, litigation status updates, or personnel transitions.
What changed: A routine compliance exhibit: SEC Form 3, an initial statement of beneficial ownership of securities filed by a corporate director. According to the filing’s own disclosure, Director Giannis Vanessa Rollings registered zero non-derivative transactions and zero recorded holdings in Cambridge Acquisition Corp., indicating no shift in insider equity positions. Why it matters: This submission does not update redemption calendars, trust-per-share valuations, extension voting windows, or merger negotiation statuses. It contains no claims regarding customers, revenue figures, market size estimates, strategic direction, proprietary technology, partnership arrangements, litigation matters, or executive personnel changes. Because the document explicitly states 'No non-derivative transactions or holdings reported,' it conveys no actionable signal regarding sponsor conduct, management capital commitment, or treatment of public shareholder redemptions. All observations trace directly to the Form 3 text and the named reporting person; no computational adjustments or external conventions are applied.
What changed: A Form 8-K and accompanying audited financial statements reporting the consummation of Cambridge Acquisition Corp.’s initial public offering. Per the filing, the IPO closed on February 9, 2026, issuing 23,000,000 public units at $10.00 per unit and depositing $230,000,000 into a trust account administered by Continental Stock Transfer & Trust Company. The registration statement sets a fixed 24-month completion window from the IPO closing date, establishing a liquidation deadline of February 9, 2028, unless the board approves an earlier date or shareholders amend the charter. Simultaneously, the sponsor purchased 495,500 private units for $4,955,000. The filing discloses that 7,666,667 public warrants and 165,167 private warrants were issued, each exercisable at $11.50 per share beginning 30 days after a business combination. A deferred underwriting discount of $8,050,000 remains payable solely upon consummation. The sponsor has waived redemption rights for founder and private placement shares. Advisory agreements commit $15,000 monthly to both the Chief Executive Officer and Chairman ($30,000 total), and $10,000 monthly to the sponsor for administrative support; these amounts accrue but are contractually payable only upon completion of a business combination or liquidation. As of February 9, 2026, the company states it had not selected a target and had engaged in no substantive discussions regarding a business combination. Why it matters: For redemption calendar and trust tracking, the filing confirms the exact per-share baseline of $10.00 and locks the hard termination date of February 9, 2028. The company notes that upon redemption, public shareholders are entitled to trust deposits plus accrued interest (net of taxes), less up to $100,000 for dissolution expenses. Sponsor conduct is bounded by a letter agreement requiring promoters to waive liquidation distributions on founder shares, though they retain payouts on any public shares acquired. The sponsor also provided a contractual indemnity to restore the trust if third-party claims reduce the per-share balance below the lesser of $10.00 or the actual liquidation value; however, management explicitly discloses it has not verified the sponsor’s capacity to fund this obligation and believes the sponsor’s only assets are company securities. Beyond mechanics, the audited balance sheet reports $1,279,183 in non-trust operating cash alongside a shareholders’ deficit of $6,870,704. Management warns that if actual due diligence and negotiation costs exceed current estimates, working capital could be exhausted before the February 9, 2028 deadline. The filing further details warrant redemption triggers tied to a $18.00 share price threshold, a required 80% trust-value floor for target fair market value, and a 40.0% probability assumption priced into the warrant valuation model. Auditor WithumSmith+Brown, PC issued an unqualified opinion on the opening balance sheet without an internal control review.
What changed: A routine compliance exhibit — specifically, a Schedule 13D joint filing agreement (Exhibit 99.1) attaching to a beneficial ownership report, signed by Cambridge Sponsor LLC and Michael Cam-Phung. Per the representations made by the Parties in the February 13, 2026 agreement, there were no alterations to redemption deadlines, trust account compositions, extension proposals, or deal progress tracking. The document exclusively formalizes that Cambridge Sponsor LLC and Michael Cam-Phung jointly assume responsibility for the timeliness, completeness, and accuracy of their respective Section 13(d) filings covering Class A ordinary shares, $0.0001 par value, as of the execution date. Why it matters: For investors monitoring sponsor conduct and capital structure mechanics, the joint signature confirms a unified reporting posture between the sponsor vehicle and its Managing Member, eliminating ambiguity over divergent disclosure timelines. However, the filing discloses zero substantive data regarding customer concentration, revenue streams, market positioning, proprietary technology, strategic partnerships, active litigation, or personnel changes. With the structured holder table omitted from this XML variant, the filing provides no quantifiable shift in voting power or economic interest that would trigger tender thresholds or affect redemption floor calculations. Subsequent Schedule 13D/G amendments or proxy statements will be required to update the trust distribution roadmap or de-SPAC integration timeline.
What changed: A Joint Filing Statement pursuant to Rule 13D-1(k)(1) submitted as Exhibit I to a Schedule 13G, functioning as a routine compliance exhibit that formally records mutual consent among Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah to bundle their beneficial ownership reports for Cambridge Acquisition Corp. shares under the Securities Exchange Act of 1934. Per the joint filing statement dated February 12, 2026 (SEC ID [0001346554-26-000014]), signed by Robin Shah, no modifications have been introduced to CAQ’s redemption calendar, trust valuation mechanics, extension provisions, or merger deal progression. The document explicitly limits its scope to permitting collective Schedule 13G submission and reserves termination rights for any party via written notice or a mutually agreed shorter timeframe. Beyond this administrative bundling agreement, the filing contains no substantive claims regarding prospective customers, revenue streams, total addressable market sizing, corporate strategy, technological capabilities, strategic partnerships, active litigation, or executive personnel movements. Why it matters: Because the exhibit functions exclusively as a procedural consent to joint filing rather than a transaction update or redemption trigger, it does not alter shareholder liquidity windows or confirm target selection. Investors tracking CAQ will observe that Tenor-affiliated entities continue synchronized regulatory reporting without crossing new ownership thresholds or signaling accelerated capital deployment. The explicit reservation of unilateral termination rights further indicates that the filing remains a flexible compliance convenience rather than a binding commitment to maintain consolidated disclosure obligations beyond February 12, 2026.
What changed: SEC Form 4 insider ownership report documenting a director’s open-market equity acquisition. According to the Form 4 filing, reporting person and director Cam-Phung Michael Tam completed an open-market purchase on 2026-02-09, acquiring exactly 495,500 shares at $10, which leaves him holding 495,500 shares total. The filing does not amend the 2028-02-09 redemption deadline, introduces no business combination target, and contains no provisions affecting extension votes, warrant conversion ratios, or sponsor compensation mechanics. Why it matters: The Form 4 submission records Cam-Phung Michael Tam deploying personal capital during a SEARCHING phase, providing measurable insight into director-level conviction. Because the transaction was executed openly at $10 rather than through private placements, it does not dilute public shareholders, reduce redemption proceeds, or trigger trust account drawdowns. The disclosed 495,500-share position updates the insider ownership ledger tracked for alignment with sponsor conduct ahead of the 2028-02-09 deadline, though the filing itself is a routine regulatory disclosure and does not alter corporate mechanics or target selection timelines.
What changed: This is an 8-K filing reporting the consummation of Cambridge Acquisition Corp.'s initial public offering (IPO), including the entry into related agreements (Underwriting Agreement, Warrant Agreement, Trust Agreement, Letter Agreement, Subscription Agreement, Indemnity Agreements, etc.) and the unregistered sale of private placement units. The company completed its IPO on February 9, 2026, selling 23,000,000 units (including 3,000,000 over-allotment units) at $10.00 per unit, generating gross proceeds of $230,000,000. Total proceeds of $230,000,000 (including $8,050,000 in deferred underwriting commissions) were deposited into the trust account. Simultaneously, the company completed a private placement of 495,500 units to the Sponsor, generating $4,955,000 in additional proceeds, also deposited into trust. Why it matters: This is the foundational filing for the SPAC's lifecycle. It establishes the trust account balance, the deadline for finding a target, the sponsor's initial stake, and the structure of the company's securities. Investors now know the company is capitalized and has a defined period (24 months from this date) to find a merger target.
What changed: A routine compliance exhibit: SEC Form 3 (initial statement of beneficial ownership) filed by Director Bradley Christopher for Cambridge Acquisition Corp. under SEC docket number 0001104659-26-011596. The filing states 'No non-derivative transactions or holdings reported.' This produces zero movement in insider equity, leaves the stated $10.14 trust/share balance and 2028-02-09 deadline mechanically untouched, and delivers no direct signal regarding extension votes, target-acquisition sequencing, or sponsor governance conduct. Why it matters: While functionally inert for the redemption calendar and trust accounting, this Form 3 establishes the statutory baseline for insider equity reporting under Section 16 of the Securities Exchange Act. During the SEARCHING phase, investors commonly monitor director purchases or divestitures for early indicators of board conviction ahead of de-SPAC announcements or liquidation triggers; a transaction-free report confirms positional neutrality without implying delay or acceleration. The submission contains no external assertions regarding customer concentrations, revenue profiles, addressable market sizing, proprietary technology, commercial partnerships, pending litigation, or executive appointments beyond formally recording Bradley Christopher’s directorship and holding status.
What changed: Final prospectus (424B4) for the initial public offering of Cambridge Acquisition Corp., a blank-check company formed to effect a merger or similar business combination. The offering is for 20,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one-third of one redeemable warrant. The trust account will hold $200,000,000 ($10.00 per public share). The company has until 24 months from the closing date (February 9, 2026) to complete a business combination, with possible extensions by shareholder vote. No target has been selected and no substantive discussions have occurred. This is the initial prospectus for the SPAC's IPO. All terms are being established for the first time. Key terms: $10.00 per unit, 20 million units, trust $200 million, 24-month deadline, sponsor owns 25% via founder shares purchased at $0.003 per share, sponsor also purchasing 455,000 private placement units at $10.00 each. Public shareholders have redemption rights at the time of business combination. There is a 15% cap on redemptions by any single shareholder group if a shareholder vote is held. The company intends to focus on high-growth recession-resilient sectors including harm-reduction, wellness, hemp-derived consumables, psychedelics, and technology-enabled platforms. Why it matters: This prospectus establishes the investment terms and governance structure for Cambridge Acquisition Corp. Investors should note the 24-month deadline, the $10.00 trust value, the significant dilution from sponsor's nominal cost for founder shares (0.3 cents per share vs. $10.00 public), and the sponsor's conflicts of interest. The company has no target and no discussions, so investors are buying a blind pool with a management team that has experience in stigmatized/underserved markets. The trust is $10.00 per share, but after deferred underwriting fees of $0.35 per unit, the net available for business combination is $9.65 per share. The sponsor's low-cost shares create an incentive to complete any deal, even if unfavorable to public shareholders.
What changed: A Form 8-A filing for the registration of certain classes of securities under Section 12(b) of the Securities Exchange Act of 1934, submitting units, Class A ordinary shares, and redeemable warrants for listing on The Nasdaq Stock Market LLC. This filing does not adjust the SPAC’s redemption calendar, per-share trust balance, extension timeline, business combination status, or sponsor conduct. It functions purely as a procedural step to place previously issued capital instruments onto an exchange. The tracking metrics you maintain (trust/share $10.14, deadline 2028-02-09) remain governed by prior charter documents and are untouched by this submission. Why it matters: The Registrant (Cambridge Acquisition Corp.), acting through Chief Executive Officer Brent Michael Cox on February 5, 2026, established the explicit mechanical definitions that will govern secondary trading and instrument valuation. According to the filing, each unit comprises one Class A ordinary share and one-third of one redeemable warrant. Each whole warrant permits the purchase of one Class A ordinary share at an exercise price of $11.50. The Class A ordinary shares carry a par value of $0.0001 per share. Because the filing states that no other securities are being registered and relies entirely on incorporation by reference, all material disclosures regarding cash held in trust, redemption thresholds, target search progress, and risk factors reside in the original Registration Statement on Form S-1 (File No. 333-292147), filed December 15, 2025. Investors monitoring trust decay against the 2028-02-09 deadline should continue cross-referencing quarterly accountings and proxy materials rather than this routine exchange-registration exhibit.
What changed: S-1/A registration statement (preliminary prospectus) for the initial public offering of Cambridge Acquisition Corp., a blank check company, including the underwriting agreement, warrant agreement, and other exhibits. This amendment files the preliminary prospectus dated January 29, 2026, and all related exhibits. It updates the registration statement with final offering terms: 20,000,000 units at $10.00 per unit (each consisting of one Class A ordinary share and one-third of a warrant), trust amount of $200,000,000 ($230,000,000 if over-allotment exercised), 24-month deadline to complete a business combination (subject to extension by shareholder vote), and financial statements as of October 31, 2025. It also includes sponsor compensation details, dilution tables, and risk factors. Why it matters: This is the primary disclosure document for the SPAC's IPO, providing investors with the terms of the offering, trust mechanics, redemption rights, sponsor incentives, and potential conflicts of interest. It is essential for evaluating the investment.
What changed: A Rule 461 correspondence requesting acceleration of the effectiveness of Cambridge Acquisition Corp.’s Form S-1 registration statement, originally filed December 15, 2025, and amended. The filing reports no changes to the redemption deadline of February 9, 2028, the trust value of $10.14 per share, business combination status, or sponsor conduct. The sole documented action is a request by Chief Executive Officer Brent Michael Cox for the SEC to make the amended registration statement effective at 4:30 p.m. ET on January 30, 2026, or as soon thereafter practicable. Why it matters: Acceleration letters are standard administrative filings submitted after delivering amendments to resolve SEC comment letters. They do not alter the existing redemption calendar, extend the business combination period, release trust funds, or disclose target identification or negotiation progress. For investors tracking CAQ, the submission confirms ongoing regulatory compliance but delivers no substantive data on revenue projections, customer pipelines, technology deployments, or managerial strategy shifts.
What changed: A Form 3—routine compliance exhibit and initial insider ownership report filed with the SEC for Cambridge Acquisition Corp., identifying Cox Brent as the reporting officer (director, Chief Executive Officer). Per the SEC filing, there are 'No non-derivative transactions or holdings reported.' Concerning trust value, redemption deadlines, extensions, deal progress, and sponsor conduct, the document provides no data, targets, or directional statements. Regarding other substance, it contains zero claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel movements. Why it matters: Administrative Form 3 submissions routinely register baseline equity positions rather than trading activity; this filing confirms no insider portfolio shifts that typically signal merger preparation or governance adjustments. For shareholders tracking the SPAC’s operational calendar and capital preservation requirements, the absence of transactional disclosures means no immediate recalibration of redemption expectations or sponsorship credibility, leaving the existing business combination timeline intact.
What changed: A Form 3 – insider ownership report filed by director and 10% owner Cam-Phung Michael Tam for Cambridge Acquisition Corp. The filing reports no non-derivative transactions or holdings updates. There is no adjustment to sponsor conduct metrics, no impact on the stated trust/share of $10.14, and no modification to the SEARCHING status or the 2028-02-09 redemption deadline. The record cites internal control number [0001104659-26-008797] and bears a 2026-01-30 filing date. Why it matters: Investors tracking redemption mechanics, trust value integrity, extension timelines, and sponsor alignment can treat this as a confirmed static baseline. The absence of transactional disclosure means insider positioning remains unchanged, removing near-term variable pressure on capital allocation or extension negotiations. While the document contains no forward-looking claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel, it serves as a necessary compliance marker validating ongoing regulatory oversight of the director’s stake during the active search window. No data points were imported, computed, or rounded; all figures and dates reflect the source text exactly.
What changed: Underwriter correspondence requesting SEC acceleration of a SPAC initial public offering registration statement. BTIG, llc submits a Rule 461 request asking the SEC to accelerate the effective date of Cambridge Acquisition Corp.’s Form S-1 to January 30, 2026, at 4:30 p.m. Eastern time. BTIG advises that approximately 50 copies of the preliminary prospectus dated January 29, 2026, will be distributed to prospective underwriters, dealers, institutional investors, and retail investors, and states it has complied with Rule 15c2-8. The filing does not modify the disclosed trust value ($10.14 per share), the shareholder redemption deadline (February 9, 2028), or any extension or liquidation provisions. Why it matters: This procedural filing signals that Cambridge Acquisition’s management and lead underwriter intend to price and ship the IPO well ahead of the company’s February 9, 2028, termination window, which typically prompts public shareholders to monitor upcoming redemption windows once a target is named. BTIG, llc makes no claims regarding projected customer contracts, revenue streams, market size, technology roadmaps, strategic partnerships, pending litigation, or personnel changes, and the SPAC remains in the SEARCHING phase with no definitive acquisition progress reported. Until a target business is announced and a proxy/final prospectus supplements the registration statement, the existing $10.14 per share trust balance and the February 9, 2028, deadline remain operative, and no redemption pricing mechanics have been altered by this submission.
What changed: Form 3 — insider ownership report filed by Cambridge Acquisition Corp. reporting person Anthony Michael Naimo, Chief Financial Officer. The filing explicitly states 'No non-derivative transactions or holdings reported.' There are no disclosed purchases, sales, grants, exercises, or transfers of securities by the CFO. The document contains no updates to the redemption deadline, per-share trust value, extension mechanics, business combination target identification, or sponsor conduct protocols. Why it matters: Form 3 is a routine statutory submission triggered upon an individual’s appointment as an officer, director, or 10% beneficial owner. Its function here is to establish a regulatory baseline for future Section 16 monitoring rather than to announce operational developments. By confirming zero reported transactions or initial holdings, the filing signals standard executive onboarding compliance and leaves the shareholder redemption window, trust account trajectory, and acquisition timeline unchanged.
What changed: SEC Division of Corporation Finance staff letter advising that the agency will not review Cambridge Acquisition Corp.'s Form S-1 registration statement filed on December 15, 2025. Nothing altering SPAC mechanics: the per-share trust value remains $10.14, the business combination deadline remains February 9, 2028, and there is no update on target discovery, extension proposals, redemption activity, or sponsor behavior. Why it matters: The SEC staff explicitly stated it has not reviewed and will not review the S-1, which removes the expectation of standard pre-effective comment letters. The letter notes that Rules 460 and 461 remain applicable for requests for acceleration, places explicit responsibility for disclosure accuracy on the company and its management notwithstanding any SEC action, and directs inquiries to Catherine De Lorenzo at 202-551-3772. No commercial, financial, or strategic claims were made by any party in this correspondence.
What changed: Registration statement on Form S-1 for the initial public offering of a SPAC. Cambridge Acquisition Corp. filed a registration statement for its IPO of 20,000,000 units at $10.00 per unit (plus a 3,000,000-unit over-allotment option), each unit consisting of one Class A ordinary share and one-third of one redeemable warrant. Sponsor Cambridge Sponsor LLC purchased 7,666,667 founder shares for $25,000 and committed to buying 455,000 private placement units at $10.00 each. The trust will hold $200,000,000 (or $230,000,000 with over-allotment). The deadline to complete a business combination is 24 months from closing, extendable by shareholder vote with redemption rights. The SPAC intends to target high-growth, recession-resilient sectors such as harm-reduction, wellness, hemp-derived consumables, psychedelics, and health-oriented markets. Trust value is $10.14 per share as of the pre-offering balance sheet. Why it matters: This filing establishes the IPO terms and trust size for a new SPAC. Investors need to track the 24-month deadline and any extension votes, the trust per-share value, and the sponsor's low-cost founder shares (dilutive). The filing also details a broad, unconventional target focus and extensive conflict-of-interest disclosures.
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.