Iron Dome Acquisition I

This filing provides the detailed IPO mechanics and strategy for a new SPAC. It establishes the trust size, deadline, redemption rules, sponsor economics, and a clear focus on Israeli tech companies. This is the foundational document for investors to evaluate the sponsor's incentives, deal timeline, and target criteria.

This filing establishes the IPO terms and trust value for a new SPAC, Iron Dome Acquisition I Corp. (IDAC), which has 24 months from its IPO close to find a target. The trust/share is initially $10.00. The filing contains a redemption deadline of 24 months from the IPO close, with potential for unlimited extensions via shareholder vote. The sponsor's low cost basis ($0.0033/share) creates a significant conflict of interest. The filing also provides detailed information on the management team, their strategy (focus on Israeli tech companies in cybersecurity, AI, and data), and the terms of the warrants. This is a material filing for tracking the lifecycle of a new SPAC.

What changed: Quarterly report on Form 10-Q for Iron Dome Acquisition I Corp. for the quarter ended March 31, 2026. The company is a blank check SPAC that completed its IPO in May 2026, subsequent to the quarter end. Pre-IPO financials: no trust account yet at quarter end; deferred offering costs $1,099,219; working capital deficit $698,547. Post-quarter IPO closed May 18, 2026: 15,000,000 units at $10.00 ($150M gross), over-allotment of 700,000 units ($7M), private placement of 2,750,000 warrants at $1.00 ($2.75M). Trust account funded with $157,785,000 ($10.05 per public share). Sponsor surrendered 1,916,666 Class B shares for no consideration on May 7, 2026. No business combination target selected, no substantive discussions engaged. Why it matters: Confirms SPAC is still searching with 18-month deadline from May 2026 (approx. Nov 2027). Trust value $10.05 per share. Sponsor conduct includes share surrender indicating alignment. No deal progress or red flags. Establishes baseline financials and capitalization.

What changed: A Form 8-K current report and accompanying audited balance sheet as of May 18, 2026, documenting the consummation of an initial public offering, a concurrent private placement, and a subsequent partial over-allotment exercise by a blank check company. According to the filing, the Company completed its IPO on May 18, 2026, selling 15,000,000 units at $10.00 per unit and depositing $150,750,000 into the Trust Account, establishing an initial public share redemption value of $10.05. Simultaneously, the Sponsor acquired 2,750,000 private placement warrants at $1.00 each. The underwriter subsequently exercised a partial over-allotment option for 700,000 additional units on May 19 and 20, 2026, producing $7,000,000 in gross proceeds. Of those proceeds, $7,035,000 (inclusive of a private placement portion) was transferred to the Trust Account, raising the total balance to $157,785,000 as of May 20, 2026. The filing sets an 18-month Combination Period ending in November 2027 without disclosing any extension provisions. Public shareholders maintain redemption rights at $10.05 per share plus pro rata interest, net of permitted tax withdrawals. The Sponsor contractually waived liquidation rights for its Founder Shares, subject to a forfeiture ceiling of up to 750,000 shares tied to over-allotment performance. Deferred underwriting commissions are fixed at $4,500,000 ($5,175,000 if the over-allotment were fully exercised), payable exclusively upon business combination completion. Why it matters: Attributed to the audited financial statements and related notes provided by management, the balance sheet confirms $150,750,000 in trust assets, $1,220,164 in unrestricted operating cash, working capital of $992,341, and a shareholders’ deficit of $8,464,455. These documented figures define the precise redemption ceiling and settlement baseline for any future shareholder vote or automatic liquidation event. The $10.05 per-share trust floor, coupled with the $157,785,000 aggregate balance, locks in the maximum distributable amount prior to interest accruals or dissolution expense deductions capped at $100,000 of trust interest. The 18-month expiration deadline establishes a firm chronological boundary for deal execution before statutory wind-down procedures trigger. Regarding sponsor conduct and capital structure, management discloses that three director nominees—Walder Holdings 8 acting for Eyal Waldman, David DeWalt, and Paul Holdermarksy—received 600,000 Class B ordinary shares valued at $1,260,000 for forthcoming services, while IPO Advisors D. Boral Capital LLC and ARC Group Securities LLC were compensated with 200,000 Class A shares worth $2,000,000. The Sponsor is entitled to a $25,000 monthly administrative fee throughout the search phase, and working capital loans may be extended at the Sponsor’s discretion, with up to $2,000,000 convertible into post-combination equity at $10.00 per share. Strategically, management states the Company will target high-potential United States-based businesses but acknowledges that geopolitical instability—including the Russia-Ukraine conflict, Middle East hostilities, U.S.-China trade tensions, and associated sanctions—could materially delay or prevent a successful acquisition. Warrant terms remain standardized at a $11.50 exercise price and an $18.00 redemption trigger, which will govern secondary trading behavior through the combination window.

What changed: A routine compliance exhibit — specifically, a Securities Exchange Act Form 4 insider ownership report filed by directors and affiliates to disclose equity positions and transactions. The Form 4 identifies two reporting persons: Matthew J. Norden, listed as a director and 10% owner, and Iron Dome Acquisition I Parent LLC, also listed as a 10% owner. The filing explicitly states there were no non-derivative transactions or holdings reported by either party during the coverage period. The filing bears SEC accession number 0001213900-26-058552. Why it matters: For investors monitoring sponsor conduct, deal progress, and redemption mechanics, a zero-transaction Form 4 yields no new signals on insider conviction, accumulation, or exit behavior. It establishes a verified static baseline of insider positioning ahead of the SPAC timeline, meaning any shifts related to extension negotiations, target search intensity, or redemption pressure will require subsequent filings rather than this one.

What changed: Form 8-K reporting the closing of the initial public offering of Iron Dome Acquisition I Corp., including the deposit of $150,750,000 into the trust account (approx. $10.05 per share) and the adoption of standard SPAC governing documents. The SPAC completed its IPO on May 18, 2026, selling 15,000,000 units at $10.00 per unit. Net proceeds of $150,750,000 were placed in trust. The sponsor purchased 2,750,000 private placement warrants for $2,750,000. The company amended its articles, appointed directors (Eyal Waldman, David DeWalt, Paul Hodermarsky) and established committees. The business combination deadline is 18 months from closing (by November 2027). The company's search focus is cybersecurity, defense tech, AI, and data infrastructure. Why it matters: This filing establishes the initial trust value of $150.75M, per-share trust value of $10.05, and the 18-month deadline. It confirms sponsor's $2.75M investment and lock-up agreements. Investors now have a baseline for monitoring trust account, redemption rights, and future progress towards a business combination. No target has been identified yet, so the SPAC is in its early search phase.

What changed: Final prospectus (424B4) for the initial public offering of Iron Dome Acquisition I Corp., a newly formed blank-check SPAC, filed pursuant to Rule 424(b)(4). This filing is the final IPO prospectus, which has been declared effective. It sets forth all terms of the offering: 15,000,000 units (17,250,000 if overallotment exercised) at $10.00/unit, each consisting of one Class A ordinary share and one-half warrant. Trust proceeds per unit are $10.05, with $150.75 million deposited initially. The deadline to complete a business combination is 18 months from closing (November 2027). The sponsor paid $25,000 for 5,816,667 founder shares ($0.0043/share). A 15% redemption cap applies if a shareholder vote is held. Deferred underwriting and advisory fees total up to $9.0 million, payable only upon deal completion. Why it matters: For investors tracking IDAC, this prospectus contains all mechanical terms for redemption, trust value, deadline, sponsor economics, and dilution. The trust-per-share is $10.05, and all public shares are redeemable upon a qualifying business combination. The sponsor's near-zero cost basis (0.0043/share) creates a sharp conflict of interest: the sponsor could profit even if public shareholders lose money. The prospectus also reveals the anti-dilution provision for founder shares (maintaining 25% ownership) which could significantly dilute public shareholders. The filing confirms no target has been identified or discussed and no substantive negotiations have occurred.

What changed: Routine compliance exhibit: SEC Form 3 initial statement of beneficial ownership. Per the filing text, reporting person David G. Dewalt (director) of Iron Dome Acquisition I Corp. reported no non-derivative transactions or holdings. Accordingly, there are no adjustments to redemption schedules, trust account values, extension mechanisms, target deal progress, or sponsor conduct. Why it matters: Because the submission contains only an administrative declaration of absent insider movement, it supplies no new mechanical signals for investors tracking redemptions, trust preservation, or merger timelines. The lack of reported activity confirms the SPAC continues under its previously established terms without immediate catalysts; substantive updates regarding customers, revenue projections, market positioning, strategic partnerships, or litigation would require separate prospectus supplements, press releases, or proxy materials rather than this baseline disclosure.

What changed: A routine compliance exhibit: SEC Form 3 initial beneficial ownership report. The filing explicitly states that Director Paul Thomas Hodermarsky holds no non-derivative transactions or share positions at the time of submission. This record introduces no alterations to the redemption calendar, the $10.05 trust per share structure, the 2027-11-15 business combination deadline, or the SEARCHING status. Why it matters: Because the report documents zero initial equity positions for the named director, it provides no measurable indicator of sponsor capital alignment, founder share dilution, or early transaction signaling. As a standard regulatory snapshot, it does not advance merger negotiations, trigger extension proposals, shift trust distribution mechanics, or reflect changes in sponsor conduct. Beyond identifying the issuer and reporting executive, the document contains no substantiated claims regarding target customers, revenue streams, market sizing, technology roadmaps, commercial partnerships, pending litigation, or personnel appointments or departures.

What changed: A Form 3 initial beneficial ownership report filed under Section 16(a) of the Securities Exchange Act, functioning as a routine compliance exhibit that records the founding sponsor’s and a director’s baseline equity positions upon IPO effectiveness. The filing reports that director Norden Matthew J. holds a 10% ownership stake and Iron Dome Acquisition I Parent LLC holds a 10% ownership stake, with both entries explicitly annotated as 'No non-derivative transactions or holdings reported.' The submission leaves the trust account untouched, makes no adjustment to the 2027-11-15 liquidation deadline, proposes no extension mechanism, and names no prospective target. Sponsor conduct is documented as inactive, confirming that neither party purchased, sold, or exercised securities alongside the initial allocation. Why it matters: As a mandatory Section 16 initial holding statement, it locks in the pre-transaction founder equity structure without adding secondary supply to the public float or altering the redemption floor. The explicit notation of zero transactions tells investors tracking sponsor alignment and deal timing that there has been no open-market accumulation or distribution that typically precedes merger negotiations or trust defense maneuvers. The document contains no operational data, customer attributions, revenue projections, technology disclosures, partnership announcements, or litigation details; it serves exclusively as a structural verification of the 10% sponsor/director allocations rather than a catalyst for valuation, timeline, or redemption behavior.

What changed: A Form 3 insider ownership report filed under Section 16(a) of the Securities Exchange Act to disclose initial beneficial security holdings for a reporting person. Director Waldman Eyal submitted a regulatory report confirming that he holds no non-derivative transactions or security positions in Iron Dome Acquisition I Corp. Why it matters: For investors tracking redemption deadlines, trust value preservation, extension mechanisms, business combination execution, and sponsor conduct, this filing delivers no mechanical update. It is a standard compliance submission establishing baseline ownership transparency; the explicit statement that the director holds no initial equity or debt indicates no founder-style alignment stake, no forward-looking warrant exposure, and no embedded secondary supply that could influence pre-deal price discovery or voting leverage. Because the filing contains no operational data, target profiles, financial guidance, partnership announcements, litigation references, or personnel changes beyond the reporter identity, it carries no direct weight against the stated redemption timeline or trust account trajectory. Investors should note that a null Form 3 is routine and does not signal delay, termination, or acceleration of the search phase.

What changed: A routine SEC compliance exhibit—specifically, a Form 3 insider ownership report. Director and Chief Executive Officer Livne Yacov reported zero non-derivative transactions or shareholdings. Per the filer’s explicit statement, no purchases, sales, awards, or existing block positions are disclosed as of the filing date. Why it matters: The absence of reported insider activity leaves the redemption calendar, trust accounting, extension posture, and deal-progress tracking unchanged. For a SPAC officially marked as ‘SEARCHING,’ an empty Form 3 indicates that management has not deployed personal capital into the trust, has not sold shares to exit ahead of a potential deadline, and has not signaled strategic alignment shifts through equity movement. The filing contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or additional personnel developments.