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MMTX SEC filings, in plain English

Everything Miluna Acquisition Corp has filed with the SEC that we hold — 40 filings, newest first, 38 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: The filing is an S-4 registration statement/proxy statement for the business combination between Miluna Acquisition Corp (MMTX) and CADV Ventures S.A. (via parent Kukugan Invest). Key terms include a $250 million aggregate transaction consideration value, resulting in 25,000,000 PubCo Class A Ordinary Shares issued to Parent Closing Shareholders. The deal introduces a dual-class capital structure where PubCo Class B Ordinary Shares carry 15 votes per share but no economic rights, with 10,000,000 such shares issued to KKXX Investment (controlled by Shang Ju Lin), giving him ~92.32% voting power in the no-redemption scenario. An earn-out of up to 5,000,000 additional shares is contingent on PubCo achieving $7,000,000 in consolidated revenue for fiscal year 2027. The SPAC deadline remains April 22, 2027. Why it matters: This document defines the economic and governance terms for investors. The significant dilution to public shareholders (who will hold only ~19.1% equity in the no-redemption scenario) and the extreme concentration of voting control (~92-96%) in the hands of the former SPAC CEO/Parent Shareholder create substantial agency risks. The earn-out milestone ($7M revenue) is critical as it determines if additional equity is issued, further diluting existing holders. Investors must weigh the potential upside of the AI-focused target against the loss of influence and high probability of dilution.

  • What changed: Exhibit A and Exhibit B to a Schedule 13G filing, comprising Limited Powers of Attorney executed by Mizuho Financial Group, Inc., Mizuho Bank, Ltd., Mizuho Americas LLC, and Mizuho Securities USA LLC to authorize designated representatives to execute, amend, and timely file Form 13G disclosures with the SEC regarding their beneficial ownership of MMTX securities. This filing introduces no modifications to redemption deadlines, trust share value, extension mechanisms, merger deal progress, or sponsor conduct. It is strictly an administrative exhibit delegating signing authority for regulatory compliance under Section 13(d) and 13(g) of the Exchange Act. Why it matters: Beyond transaction mechanics, the document records that Shuji Matsuura (Senior Managing Corporate Executive, Head of Global Corporate & Investment Banking; Managing Executive Officer, Head of Global Corporate & Investment Banking Division) and Adam Hopkins (Chief Legal Officer; Managing Director, General Counsel) personally authorized Takahiro Katsura (Managing Director, Head of Global Branches & Subsidiaries Coordination Office) to act on their behalf for 13G filings on 8-13-2026. The signatories provided subsidiary classifications and principal business office addresses: Mizuho Bank, Ltd. at 1-5-5, Otemachi, Chiyoda-ku, Tokyo 100-8176, Japan (classified as a non-U.S. institution equivalent to Bank); Mizuho Americas LLC at 1271 Avenue of the Americas, NY, NY 10020, USA (classified as a parent holding company); and Mizuho Securities USA LLC at 1271 Avenue of the Americas, NY, NY 10020, USA (classified as a registered Broker-Dealer). The delegations remain effective until the filers are no longer required to file Forms 13G concerning MMTX holdings, unless revoked earlier in written form. These disclosures carry zero financial, operational, or contractual weight regarding the SPAC’s target acquisition or shareholder rights.

  • What changed: Quarterly report (10-Q). No change to SPAC mechanics. Trust value rose $1,232,214 to $70,703,700 ($10.25/share). Combination deadline unchanged; company has entered a Business Combination Agreement with Kukugan Invest/CADV.AI (April 23, 2026). Director Mei Chi Tsai resigned Feb 17, 2026; Yajuan Ding appointed Feb 25, 2026. Company reports working capital deficit of $665,090, cash of $136,583, and substantial doubt about going concern. Why it matters: Trust value is $10.25/share, above the $10.00 IPO price. A deal is announced. No redemptions were triggered or reported during the quarter. The cash burn rate and negative working capital are notable: the company is depleting its non-trust cash, though it has the option of working capital loans from the sponsor. The resignation and replacement of a director is a minor governance event.

    What changed vs 2026-05-15trust $70.1M → $70.7M +1%going concern APPEARED
    trust account, going-concern doubt, mandate language +12 moved · 2 with no prior record of ours
    Trust account
    $70.1M$70.7M

    SpacBrain reads this as $620,012 was added to the trust between the two filings.

    The clause …“information. As of June 30, 2026, the estimated fair values of investments held in Trust Account amounted to $ 70,703,700 . Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income”…

    Going-concern doubt
    not statedstated

    SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.

    The clause …“be available. The liquidity condition and mandatory liquidation raise substantial doubt about the Company’s ability to continue as a going concern until the earlier of the consummation of the Business Combination or the date the”…

    Redeemable shares
    6.90M · unchanged

    The clause “1,928,100 ordinary shares issued and outstanding as of June 30, 2026, excluding 6,900,000 shares subject to possible redemption and no ordinary shares were subject to forfeiture. Warrants — Warrants may only be exercised for a whole”…

    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: Quarterly Report on Form 10-Q for the period ended March 31, 2026. The 10-Q reports net income of $462,457 for Q1 2026, trust account growth to $70,083,688 ($10.16 per share), the resignation of director Mei Chi Tsai and appointment of Yajuan Ding on February 25, 2026, and most importantly, the subsequent entry into a Business Combination Agreement on April 23, 2026 with Kukugan Invest and CADV Ventures S.A. (CADV.AI), under which Parent will merge into the Company and the combined entity will be renamed Kukugan Corp. Why it matters: This filing confirms the SPAC has signed a definitive business combination agreement, moving from a pre-deal to a deal-announced status. The trust value per share stands at $10.16, providing a baseline for potential redemptions. The target is CADV.AI, a Polish AI company, and the deal is structured as a reverse merger. The board change indicates ongoing governance adjustments.

    trust account, redeemable shares, sponsor loans outstanding +1nothing moved · 4 with no prior record of ours
    Trust account
    not previously extracted$70.1M

    The clause …“information. As of March 31, 2026, the estimated fair values of investments held in Trust Account amounted to $ 70,083,688 . Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income”…

    Redeemable shares
    not previously extracted6.90M

    The clause …“ordinary shares issued and outstanding as of March 31, 2026, excluding 6,900,000 shares subject to possible redemption and no ordinary shares were subject to forfeiture. Warrants — Warrants may only be exercised for a whole”…

    Sponsor loans outstanding
    $289Knot matched in this filing

    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 Joint Filing Agreement filed as Exhibit A to a Schedule 13G beneficial ownership report, executed on May 15, 2026, by CaSaundra Wu, Chief Compliance Officer, on behalf of Westchester Capital Management, LLC and Westchester Capital Partners, LLC to authorize joint submission under Rule 13d-1(k) of the Securities Exchange Act of 1934. No updates to redemption deadlines, trust value per share, extension mechanisms, business combination progress, or sponsor conduct are contained in the text. The filing consists entirely of procedural language permitting two affiliated entities to consolidate their Section 13(g) disclosures into a single filing. No shareholder percentages, acquisition targets, purchase prices, trust account balances, or meeting schedules are referenced. Why it matters: The agreement confirms that Westchester Capital Management, LLC and Westchester Capital Partners, LLC have contractually committed to report their ordinary share holdings in Miluna Acquisition Corp jointly, signaling potential aligned voting blocs that could influence director elections or shareholder votes surrounding a proposed business combination. The exhibit attributes zero information on customer contracts, revenue streams, market opportunity assessments, technology development, partnership structures, litigation exposure, or executive transitions beyond the executing officer’s stated title and signature authority. Investors monitoring institutional positioning should treat this attachment as a mechanical consolidation tool; substantive ownership data and filing purpose will reside in the primary Schedule 13G body, which this attachment does not replicate.

  • What changed: 8-K Current Report filed by Miluna Acquisition Corp to disclose entry into a definitive Business Combination Agreement with CADV Ventures S.A. (a Poland-based AI company) and Kukugan Invest, a Cayman holding company, for a reverse merger transaction. Miluna announced a definitive de-SPAC merger with CADV Ventures S.A. (CADV.AI), valuing the target at $300 million pre-money (including earnout). The transaction implies a $250 million aggregate consideration (25 million PubCo Class A shares at $10.00 per share), with an additional earnout of up to 5 million shares based on $7M revenue in FY2027. The combined company will be named Kukugan Corp. and is expected to close in H2 2026, subject to shareholder approval, SEC effectiveness, and listing. The SPAC sponsor has agreed to vote in favor, not redeem, and waive anti-dilution. Lock-up is 6 months. A PIPE/ELOC of up to $50 million is contemplated but not required. Why it matters: Sets a redemption deadline timeline: shareholders must decide before the special meeting, expected after the S-4 is effective. Trust value per share is $10.25 as of the filing date. The trust account held at least $70.1 million at signing. The outside date is 9 months from April 23, 2026, i.e., January 23, 2027. The sponsor has locked up its shares for 6 months post-close and agreed not to redeem. The earnout creates a future performance milestone. The target's revenue threshold for earnout is $7 million in 2027, which provides a benchmark for business progress. The deal structure includes a valuation adjustment clause if the company's projections become materially inaccurate. Investors should monitor the S-4 proxy filing for detailed financials and redemption mechanics.

  • What changed: Current Report on Form 8-K filed as a Rule 425 communication, containing the definitive Business Combination Agreement between Miluna Acquisition Corp (MMTX) and CADV Ventures S.A. (CADV.AI), together with a Sponsor Support Agreement, Parent Support Agreement, forms of Registration Rights and Lock-Up Agreements, and a press release announcing the transaction. Miluna Acquisition Corp entered into a definitive business combination agreement with CADV Ventures S.A., a Poland-based AI software company. Key terms: Aggregate Transaction Consideration Value $250,000,000, with shares issued at $10.00 per share reference price (25 million shares). Earn-out of up to 5,000,000 additional shares if CADV achieves consolidated revenue of at least $7,000,000 for fiscal year ending December 31, 2027. Trust account balance as of signing is at least $70,083,687.52. No PIPE or ELOC committed yet, but parties may pursue up to $50 million. Closing expected in second half 2026. Sponsor (MilunaC Technology Ltd.) and sole parent shareholder (Shang Ju Lin) signed support agreements to vote in favor and waive redemption. Post-closing board: 5 members (2 from Miluna, 3 from CADV; at least 3 independent). Class B shares with 15:1 voting, no economic rights, issued to designated individual Shang Ju Lin. Lock-up period of 6 months. Outside Date is 9 months from signing (January 23, 2027). Why it matters: This filing is the definitive de-SPAC announcement for MMTX, providing full deal terms: $250M enterprise value, earn-out milestone, sponsor commitment, trust account size, and closing conditions. Investors can evaluate the structure, redemption risk, and timeline. The target is an AI-assisted IT support company, but no historical revenue figures are disclosed beyond the earn-out threshold of $7M for FY2027. The filing also reveals significant governance features (Class B super-voting shares) and lack of committed PIPE. This is material as it outlines the complete framework for the business combination.

  • What changed: A Schedule 13G, which is a joint beneficial ownership reporting statement filed pursuant to Section 13(d) of the Securities Exchange Act of 1934, submitted by Wolverine Asset Management, LLC, Wolverine Holdings, LLC, Christopher L. Gust, and Robert R. Bellick. The provided excerpt lists only the filing designation, SEC receipt number, and four named holders. It discloses no ownership percentages, acquisition dates, purchase prices, or statements of purpose. Accordingly, it reports nothing regarding redemption deadlines, trust account mechanics, extension procedures, business combination progress, or sponsor behavior. It also contains zero operational or strategic assertions about customers, revenue, market sizing, technology, partnerships, litigation, or management personnel. Because the text contains no substantive claims or numerical data, no attribution of facts to speakers or issuers is applicable. Why it matters: In a SPAC context approaching a corporate action, a Schedule 13G signals that investment portfolios have accumulated equity positions sufficient to trigger public disclosure, which can indicate latent voting weight ahead of a shareholder vote on a merger or trust extension. However, without the actual percentage stakes, cost bases, or joint-action agreements contained in the full exhibit, investors cannot determine whether these entities hold enough convertible shares to sway a redemption threshold, approve an amendment, or influence the final merger vote. The filing confirms ongoing accumulation by these four named entities but provides no standalone metric to adjust redemption windows, trust payout assumptions, or proxy solicitation strategies.

  • What changed: A routine insider ownership compliance exhibit (SEC Form 3 initial acquisition report). The filing discloses that Miluna Acquisition Corp director Ding Yajuan (Karen) holds 10,000 shares acquired directly. No transactions, sales, conversions, or grant amendments are recorded; this is a static initial-position snapshot. Why it matters: This document does not adjust any redemption deadline, alter the trust maintenance schedule, trigger sponsor convertibility milestones, or move the announced business combination forward. It contains no assertions about target company revenue, customer relationships, market capitalization, proprietary technology, contractual partnerships, ongoing litigation, or senior leadership changes. Because the report only registers a director baseline equity stake, it exerts no mechanical pressure on vote thresholds, liquidation waterfalls, or promote forfeiture conditions. For investors monitoring trust preservation, conversion windows, or sponsor behavior, the filing is structurally inert but serves as a baseline confirmation of insider exposure.

  • What changed: SEC Form 4 — insider ownership and transaction report. On 2026-02-25, reporting person Tsai Mei Chi disposed of 10,000 shares back to Miluna Acquisition Corp, leaving a 0 share position immediately after the transaction. Why it matters: The disposition adjusts the insider's equity stake but does not alter the $10.25 per share trust balance, redemption mechanics, extension provisions, or the DEAL_ANNOUNCED merger timeline. The filing contains no additional substantive disclosures regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. There are no new redemption calendar triggers, trust account movements, or sponsor conduct flags generated by this submission; tracking remains relevant solely for observing changes in insider skin-in-the-game as the company approaches potential conversion or voting windows.

  • What changed: A Form 4 insider ownership report [0001493152-26-008347] submitted by MilunaC Technology Ltd, a 10% owner, disclosing two equity movements executed on 2026-02-25. As recorded in the filing, MilunaC Technology Ltd acquired 10,000 shares through a grant/award priced at $0 and subsequently transferred 10,000 shares back to the issuer for $1, reducing its total position from 1,858,100 shares to 1,848,100 shares. The document contains no statements altering your tracked redemption deadlines, extension mechanisms, business combination progress, or sponsor governance protocols. Why it matters: For investors tracking SPAC mechanics, this report reflects a nominal administrative share adjustment between a principal holder and the company rather than a market event impacting public liquidity, redemption pricing, or merger timelines. The offsetting grant and disposition do not indicate sponsor distress, voting shifts, or changes to the merger agreement. Because the filing contains no forward-looking assertions, customer data, revenue metrics, technology claims, partnership announcements, litigation updates, or personnel changes beyond the reporting entities listed, it adds no substantive catalysts to the investment thesis. Claims regarding the transaction are attributed solely to the disclosures made by MilunaC Technology Ltd in this SEC submission.

  • What changed: A Current Report on Form 8-K (Items 5.02 and 9.01) reporting a director resignation, a director appointment, the execution of a director indemnification agreement, and a joinder to the company’s existing letter agreement with its sponsor. The filing discloses that Miluna Acquisition Corp received a resignation letter from Mei Chi Tsai effective February 17, 2026, and appointed Yajuan Ding as a director on February 25, 2026. Under the Joinder recited in the filing, Hao Yuan was simultaneously designated chief executive officer and chairman of the Board. The Sponsor, MilunaC Technology Limited, delivered 10,000 ordinary shares to Ding in connection with her appointment. The Company attached Exhibit 10.1 (indemnification agreement governed by Cayman Islands law) and Exhibit 10.2 (joinder to the October 22, 2025 letter agreement). No revisions to the trust account balance, per-share trust value, redemption calendar, extension options, or business combination timeline were reported. Why it matters: According to the Company, Ding possesses specific transaction-execution experience: from January 2019 to April 2022 at Shanghai Maosi Enterprise Management Consulting Co., Ltd., she “led the formation of special purpose acquisition companies (“SPACs”), identified and evaluated acquisition targets, and coordinated the M&A process.” The filing notes she previously acted as financial consultant for Venus Acquisition Corporation (Nasdaq: VENA) from February 2021 to April 2022, Golden Path Acquisition Corporation (Nasdaq: GPCO) from June 2021 to February 2022, Longevity Acquisition Corporation (Nasdaq: LOAC) from October 2019 to February 2021, and Greenland Acquisition Corporation (Nasdaq: GLAC) from December 2018 to October 2019. The Board determined Ding qualifies as an “independent director” under Nasdaq Stock Market Listing Rules. While this filing does not move the redemption deadline, alter trust accounting, or confirm target discussions, it materially updates Miluna Acquisition Corp’s governance capacity and director compensation structure. The appointment places an individual with documented post-investment management and SPAC formation experience onto the Board ahead of a potential business combination, and the indemnification/joinder filings lock in standard fiduciary protections and sponsor-aligned vesting terms.

  • What changed: Form 8-K Current Report disclosing the departure of a director under Item 5.02. The filing, executed by Chief Executive Officer Hao Yuan, states that on February 17, 2026, Miluna Acquisition Corp received a resignation letter from Ms. Mei Chi Tsai. She stepped down from the board of directors and all committee roles effective that same date. The company represented that the departure did not result from any dispute or disagreement concerning its operations, policies, or practices, and noted it has initiated a search for a qualified independent director to fill the resulting vacancy. Why it matters: This document does not alter redemption calendars, trust value calculations, extension mechanisms, or target acquisition progress. Board vacancies can affect meeting quorums and voting thresholds relevant to future merger approvals. The explicit company representation that no operational or policy disagreements triggered the exit reduces near-term sponsor-governance friction signals, but leaves oversight incomplete until the planned independent replacement is appointed.

  • What changed: Routine compliance exhibit: a Schedule 13G beneficial ownership report. According to the provided filing text, the document states only the reporting entity’s name, Aristeia Capital, L.L.C., and the SEC form type. It discloses no ownership percentages, acquisition intentions, financing structures, or conditional obligations. Consequently, the filing reports no modifications to redemption triggers, trust account custody, extension voting mechanics, target integration milestones, or sponsor governance parameters. Why it matters: Because the excerpt contains solely a regulatory form identifier and holder name, it provides no substantively actionable data regarding Miluna Acquisition Corp.’s capital allocation, merger execution trajectory, or public shareholder rights. Without disclosed equity positions, voting directives, or contingency declarations attributed to Aristeia Capital, L.L.C., the document signals no imminent liquidity events, deal completions, or structural changes that would affect trust preservation or investor redemption calculus.

  • What changed: Form 10-K annual report of Miluna Acquisition Corp for the period June 24, 2025 (inception) through December 31, 2025, filed February 12, 2026 — the SPAC's first post-IPO annual report, containing audited financial statements and standard blank-check disclosures. No business combination target has been selected and no deal or extension is announced in this filing. The 10-K sets the post-IPO baseline: 6,900,000 redeemable public shares carried at $10.07 per share, trust account of $69,471,486, cash outside trust of $692,004, and deferred underwriting fee of $690,000. It also discloses management/sponsor succession: Shang Ju Lin resigned as sole director of the sponsor on November 12, 2025, and Hao Yuan was appointed; Hao Yuan became CEO and director in December 2025. The sponsor holds 1,645,000 shares (18.63%) and no individual shareholder of the sponsor controls the sponsor's MMTX shares. Why it matters: This establishes the key redemption/deadline mechanics: the company has 18 months from the October 24, 2025 IPO closing to complete a business combination, extendable to 21 months only if $0.033 per public share is deposited per extension and a definitive agreement is signed within the initial 18 months; no extension has been taken. The filing also shows the current trust per-share redemption value as $10.07, not the $10.25 in the tracker, and confirms warrants would expire worthless in liquidation. The sponsor/CEO changes are relevant context for evaluating sponsor conduct and any future shareholder action.

  • What changed: A joint filing agreement attached to a Schedule 13G/A, executed by Feis Equities LLC and Lawrence M. Feis, which states that the January 20, 2026 statement and any subsequent Schedule 13D amendments shall be filed on behalf of all signatories under Rule 13d-1(k). According to the agreement, the only modification is the appointment of Lawrence M. Feis as the sole signatory to submit the joint group’s Schedule 13G/A filings on their collective behalf. The document reports no adjustments to beneficial ownership percentages, trust value, redemption windows, or merger execution status. Why it matters: As stated by the executing parties, this exhibit serves only to streamline SEC submission logistics. It contains no assertions regarding Miluna Acquisition Corp’s customers, revenue projections, market position, operational strategy, intellectual property, partnerships, or leadership changes. Consequently, the agreement carries no independent bearing on shareholder redemption calculations, extension triggers, or sponsor oversight, and investors should reference the accompanying Schedule 13G/A for any actual holding disclosures.

  • What changed: A Form 3 insider ownership report filed for Miluna Acquisition Corp, identifying Yuan Hao as director and Chief Executive Officer. According to the filing submitted by Yuan Hao, there are 'No non-derivative transactions or holdings reported,' indicating his equity positions remained unrecorded as changed in this submission. Why it matters: This report does not alter the redemption deadline schedule, adjust the per-share trust balance, initiate an extension vote, shift deal progress, or reveal new sponsor conduct. Beyond confirming a static non-derivative position, the document contains no substantive claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel.

  • What changed: Routine compliance exhibit (Form 8-K current report). FIRST, this document is a routine compliance exhibit announcing the mechanical separation of trading units. The filing establishes that holders may elect to separately trade the ordinary shares and warrants commencing on or about December 15, 2025, and specifies that brokers must contact the transfer agent, Lucky Lucko, Inc. d/b/a Efficiency, to execute the split. On mechanics relevant to your tracking parameters: there are no changes to redemption deadlines, trust account values, extension proposals, deal progress milestones, or sponsor conduct disclosures. Unseparated units will continue under “MMTXU,” while the decoupled securities will list as “MMTX” and “MMTXW” on the Nasdaq Global Market. Why it matters: SECOND, regarding further substance, the attached press release—issued by the Company and signed by Director and Chief Executive Officer Hao Yuan—explicitly states the firm will not pursue a prospective target company based in or having the majority of its operations in the People’s Republic of China. The filing also confirms two fixed structural figures tied to the instrument definition: ordinary shares carry a par value of $0.0001 per share, and each warrant grants the right to purchase one ordinary share at an exercise price of $11.50 per share. For investors tracking liquidity windows, this notice provides the exact procedural trigger and cutoff date needed to adjust positions ahead of the mid-December decoupling, even though it leaves the underlying redemption schedule and trust composition untouched.

  • What changed: SEC Form 8-K Current Report (Item 5.02 and Item 9.01) disclosing the resignation of Chief Executive Officer Shang Ju Lin, the Board's appointment of Hao Yuan as Chief Executive Officer and director, and the execution of a Cayman Islands indemnification agreement (Exhibit 10.1). According to the company, Shang Ju Lin tendered a resignation letter dated December 1, 2025, taking effect immediately. The Board states the departure was not triggered by any dispute over operations or policies. On the same date, the Board appointed Hao Yuan, age 47, as CEO and director. Per the filing, Yuan is a shareholder and the sole director of MilunaC Technology Limited, identified as the company's sponsor. On December 5, 2025, the registrant executed an indemnification agreement with Yuan outlining expense advancement, settlement releases, and contribution mechanics. The document contains zero disclosures regarding redemption deadlines, trust account balances, extension proposals, target identification, or business combination status. Why it matters: The appointment installs a sponsor-affiliated director into the CEO role, consolidating governance continuity ahead of any potential merger. Because the filing is purely an executive succession notice, it leaves all existing redemption windows, trust interest accrual rates, and shareholder exit mechanics intact. The explicit no-dispute designation reduces near-term litigation or hold-out risk, while the indemnification exhibit standardizes post-resignation liability protection for the incoming officer. No commercial claims, customer bases, revenue figures, market-size estimates, technology roadmaps, partnership terms, or litigation narratives are present. Investors tracking redemption calendars, sponsor Promote dilution, or merger diligence timelines should monitor follow-up filings, as this submission alters none of those variables.

  • What changed: SEC Form 3 — Initial Statement of Beneficial Ownership of Securities. According to the Form 3 filing submitted by director Luhuan Zhong, the reporting person holds 10,000 shares on a direct basis at the time of reporting. The filing records a beneficial ownership snapshot rather than a recent acquisition, disposition, conversion, or derivative exercise, meaning no transactional change to report. Why it matters: Because the document reflects a static ownership date rather than a market transaction or corporate action, it does not shift the redemption deadline, alter trust value mechanics, trigger an extension vote, update deal progress toward a business combination, or indicate a change in sponsor conduct. The filing confirms a director retains 10,000 directly held shares, which investors may review for post-combination alignment, but the Form 3 contains no references to lock-up amendments, tender arrangements, redemption caps, or trust distributions. As a routine insider compliance report, it provides no updates to the MMTX redemption calendar or valuation framework beyond confirming current direct position size.

  • What changed: Form 4 — insider ownership report filed with the Commission for Miluna Acquisition Corp. The filing records two open-market purchases attributed to MilunaC Technology Ltd, identified as a 10% owner. On 2025-10-24, the entity acquired 194,100 shares, owning 1,839,100 shares afterward. On 2025-10-28, the entity acquired 9,000 shares, owning 1,848,100 shares afterward. The report contains no notices, amendments, or board resolutions bearing on redemption deadlines, trust account valuation, extension proposals, business combination execution, or sponsor governance and compensation arrangements. Why it matters: For investors tracking redemption windows, trust mechanics, extension votes, deal progress, or sponsor conduct, this document introduces zero adjustments to those parameters. The secondary-market acquisitions by a 10% owner reflect private capital deployment rather than corporate-directed actions that would alter public float, tender offer terms, voting thresholds, or merger consideration. Because the text is limited to a routine Form 4, it provides no data on scheduled shareholder meetings, trust disbursement schedules, or changes to fiduciary oversight. No claims, projections, or operational disclosures regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel appear in the filing.

  • What changed: Schedule 13D beneficial ownership report. The provided excerpt contains only a filing header and a technical notation ('Structured holder table not present in this XML variant'). No beneficial owner identities, percentage thresholds, acquisition dates, purchase prices, redemption deadline adjustments, trust account valuation mechanics, extension vote schedules, merger integration milestones, or sponsor conduct disclosures are present in the supplied text. Why it matters: Because the substantive scheduling data is missing, the filing cannot inform investors about changes in voting weight, activism risk, or shareholder alignment that would affect redemption behavior, extension approval, or merger ratification. The excerpt also lacks any commercial, financial, or operational assertions—such as customer metrics, revenue run-rates, total addressable market sizing, technology deployment status, partnership commitments, litigation posture, or executive lineup changes—so it currently offers no basis to update trust value assumptions, dilution projections, or sponsor governance evaluations. Complete exhibits would be required to determine whether new accumulation alters capital structure dynamics or strategic positioning ahead of deadline windows.

  • What changed: Quarterly report (Form 10-Q) for the period from inception (June 24, 2025) through September 30, 2025, filed by Miluna Acquisition Corp, a blank check company that completed its IPO on October 24, 2025. This is the first 10-Q since inception. The company reports a pre-IPO period with no operations, formation costs, and a working capital deficit. Subsequent events detail the IPO of 6,000,000 units (plus 900,000 over-allotment) at $10.00 per unit, generating $69,000,000 in trust, and a private placement of 203,100 units at $10.00 per unit to the sponsor. The trust per share is $10.00. No business combination has been announced or is described in the filing. Why it matters: This filing establishes the baseline financial condition of the SPAC post-IPO. Investors should note the trust value of $10.00 per share, the 18-month deadline to complete a business combination (with possible extensions), and the sponsor's economics. The filing contains no disclosure of a target or definitive agreement, despite the status tag 'DEAL_ANNOUNCED' which may be based on subsequent events outside this filing.

  • What changed: A routine Form 4 insider ownership report filed by Miluna Acquisition Corp. On 2025-11-12, director and 10% owner Lin Shang Ju disposed of 1,848,100 shares to the issuer, leaving a reported post-transaction holding of 25,000 shares. This disposition alters the public float but leaves the stated $10.25 per-share trust value, any implied redemption deadlines, extension provisions, and deal-progress timelines unchanged. Why it matters: Because the filing contains no quotations from management, sponsor representatives, or third-party analysts, there are no attributed claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. The substantive impact rests entirely on the mechanical reduction of 1,848,100 shares by a principal director ahead of a deal-announced milestone, which narrows the share base available for redemption or conversion without modifying any other disclosed procedural or financial parameters.

  • What changed: A Form 12b-25 Notification of Late Filing acknowledging that Miluna Acquisition Corp missed the regulatory deadline for submitting its Form 10-Q for the quarterly period ended September 30, 2025. The filing does not alter redemption deadlines, trust account valuations, extension triggers, or target combination milestones. It serves exclusively as administrative notice that the quarterly report will be submitted within five calendar days of the original due date. Chief Financial Officer and Director Daniel Albert Mace explains the postponement by citing insufficient time to finalize financial statements and secure the required reviews and signatures before the cutoff. Why it matters: Beyond confirming a filing delay and attributing the cause to internal accounting and approval pacing, the registrant states through signed testimony that no significant change in results of operations is expected for the forthcoming earnings statements. The document names Daniel Albert Mace as the sole point of contact and signatory, lists his telephone number as +886 900-605-199, and confirms that all other Exchange Act or Investment Company Act reports filed over the prior twelve months were submitted on time. Because no operator, auditor, underwriter, or target entity is referenced, the filing offers no substantive updates on customer concentration, revenue recognition, market positioning, technology development, partnership structures, pending litigation, or sponsor fiduciary actions.

  • What changed: A routine compliance exhibit titled Joint Filing Agreement for a Schedule 13G statement regarding ordinary shares of Miluna Acquisition Corp. Feis Equities LLC and Lawrence M. Feis state that they have agreed to file a single Schedule 13G on behalf of all signatories pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, referencing an original statement dated as of October 30, 2025. The document makes no changes to the SPAC’s trust value, does not adjust the announced deal timeline, does not extend the business combination deadline, does not alter shareholder redemption windows, and does not reflect any shift in sponsor conduct or management activity. Why it matters: This filing is strictly procedural. It confirms that two reporting entities are utilizing a joint-filing mechanism for continuous ownership disclosure without modifying their underlying economic position or voting intentions. The document contains no claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel; it exclusively governs securities reporting logistics and leaves all prior 13G disclosures intact. Investors relying on this filing should expect no operational, financial, or transactional updates beyond the administrative confirmation of shared SEC submission responsibility.

  • What changed: Form 8-K reporting the consummation of the initial public offering and the full exercise of the underwriters’ over-allotment option, accompanied by an unaudited pro forma balance sheet. Miluna Acquisition Corp states that it consummated an IPO of 6,000,000 units at $10.00 per unit on October 24, 2025, generating $60,000,000 in gross proceeds, and completed a concurrent private placement of 194,100 units to the Sponsor at $10.00 per unit. Following the underwriters' October 25 notification to exercise the over-allotment option in full, the company closed the sale of 900,000 additional units on October 28, 2025, producing $9,000,000 in gross proceeds and placing 9,000 private units with the Sponsor. Per the registrant's disclosure, $69,000,000 of net proceeds from the IPO, over-allotment, and private placements was deposited into a U.S.-based trust account maintained by Lucky Lucko, Inc. d/b/a Efficiency. The attached Exhibit 99.1 adjusts ordinary shares subject to possible redemption to 6,900,000 shares at a stated redemption value of $10.00, synchronizing the trust balance with the $69,000,000 deposit. The filing confirms that no underwriting discounts or commissions were paid and that the deferred underwriting liability increased to $690,000. Why it matters: This 8-K finalizes the trust composition and public share count preceding any business combination, locking the redemption pool at 6,900,000 shares backed by $69,000,000. The registrant discloses zero information regarding a target business, merger agreement terms, redemption deadlines, extension voting procedures, or sponsor conduct beyond the mandatory private unit subscriptions. The pro forma balance sheet lists total assets of $69,817,841, total liabilities of $695,733, and shareholders’ equity of $122,108, but the company asserts it has not advanced toward a definitive acquisition. Warrants remain exercisable at $11.50 per share under the referenced registration statement (File No. 333-289973), and no adjustment mechanics or tender offer schedules are triggered by this filing. Investors monitoring deal progression, extension funding requirements, or sponsor dilution protections will find this report limited to post-offering accounting closure. The absence of target-specific disclosures means the trust remains in a pre-deal holding phase until a subsequent filing introduces acquisition mechanics or proxy timelines.

  • What changed: A Form 8-K current report and accompanying audited financial statements (Exhibit 99.1) documenting the consummation of the initial public offering and concurrent private placements, alongside updated trust account funding and sponsor commitments. The company confirmed that its October 24, 2025, IPO of 6,000,000 units at $10.00 per unit generated $60,000,000 in gross proceeds, of which $60,000,999 was placed into a U.S.-based trust account maintained by Lucky Lucko, Inc. d/b/a Efficiency. The filing discloses the underwriters’ full exercise of a 900,000-unit over-allotment option on October 28, 2025, which injected an additional $9,000,000 into the trust. It establishes a 18-month combination period measured from October 24, 2025, with three optional one-month extensions to 21 months, each funded by a $198,000 deposit—or $227,700 upon full over-allotment—that equals $0.033 per public share. Public shareholders retain the contractual right to redeem shares into their pro rata portion of the trust account, either via a shareholder vote or through a Rule 13e-4 tender offer. The sponsor, MilunaC Technology Limited, executed letter agreements waiving redemption rights on insider and private placement shares, agreeing to vote in favor of a business combination, and accepting liability to restore trust values below $10.00 per share if third-party vendor claims drain the account. The underwriter agreed to forfeit its $600,000 deferred underwriting commission (scaling to $690,000 if the over-allotment is fully utilized) upon failure to complete a combination, thereby preserving those dollars for public redemptions. Why it matters: This filing locks in the precise trust ceiling and extension premium schedule, giving investors a transparent mechanical framework to track daily accretion and extension triggers without speculation. By permitting a Rule 13e-4 tender offer as an alternative to a proxy solicitation, the company alters the procedural pathway for investors seeking to exit before a merger, potentially accelerating liquidity. Operationally, the company states it had not commenced operations or generated revenues as of October 24, 2025, and plans to pursue acquisition targets that align with management’s professional background. The audit attached to the report records $907,841 in operating cash, $1,708,648 in aggregate transaction costs, and a $44,128 accumulated deficit driven by formation expenses. It also formalizes a $10,000 monthly administrative services arrangement payable to the sponsor beginning October 23, 2025, outlines up to $3,000,000 in convertible working capital loan facilities, and grants D. Boral Capital LLC and ARC Group Securities LLC a right of first refusal for future equity and debt offerings for twelve months post-combination. Chief Executive Officer Lin Shang-Ju executed the filing, while auditors Guangdong Prouden CPAs GP certified the opening balance sheet, providing the baseline metrics required to monitor trust performance, extension compliance, and sponsor leverage ahead of any announced target.

  • What changed: Form 8-K reporting the closing of Miluna Acquisition Corp's initial public offering (IPO) and related agreements. The SPAC consummated its IPO of 6,000,000 units at $10.00 per unit, raising $60,000,000 gross proceeds, plus a private placement of 194,100 units to the sponsor for $1,941,000. Total of $60,000,000 deposited into a trust account, equating to $10.00 per public share. The company has 18 months from closing (through April 24, 2027) to complete a business combination, extendable by up to three one-month periods (to July 24, 2027) upon depositing $0.033 per public share per extension. Standard lock-up provisions apply: founder shares locked for six months after business combination or earlier if price triggers are met; private placement units locked for 30 days after business combination. Why it matters: This filing establishes the baseline trust value ($10.00 per share, not $10.25 as previously listed), the deadline structure, and the sponsor's incentives. Investors should monitor the trust value and extension deadlines. No business combination target has been identified yet.

  • What changed: Form 3 — insider ownership report filed for Miluna Acquisition Corp. This document is a routine Form 3 insider ownership report. It discloses that reporting person Lin Shang Ju (director, 10% owner) and MilunaC Technology Ltd (10% owner) each hold 1,645,000 shares indirectly and 25,000 shares directly. Regarding redemption deadlines, trust value mechanics, extensions, deal progress, and sponsor conduct, the filing contains no updates; it simply records static equity positions as self-reported by the named insiders. No claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel alterations are attributed to any chief executive, board member, or external advisor. Why it matters: Because the filing tracks fixed shareholding snapshots rather than transactional or procedural milestones, it does not shift shareholder redemption calendars, adjust trust distribution parameters, or signal acceleration or delay of a business combination. Investors tracking capital return schedules, extension voting windows, or sponsor oversight will find no operative changes in this submission.

  • What changed: SEC Form 3 insider ownership report. According to the Form 3, director Mace Daniel Albert holds 25,000 shares directly in Miluna Acquisition Corp. The document contains no data on redemption schedules, trust account balances, extension votes, merger negotiation status, or sponsor conduct metrics. Why it matters: For shareholders monitoring deal execution and capital structure, the filing confirms the director’s disclosed direct position of 25,000 shares. As the routine statutory disclosure makes no claims regarding customer pipelines, revenue projections, addressable market sizing, strategic pivots, proprietary technology, alliance formations, legal exposures, or executive appointments, it does not alter business combination timelines, voting deadlines, or liquidity parameters. The report functions solely as administrative registration of equity holdings and provides no catalyst for portfolio or redemption decisions.

  • What changed: Form 3 — insider ownership report. This routine compliance exhibit records Director Tsai Mei Chi’s direct holding of 10,000 shares in Miluna Acquisition Corp. It contains no updates affecting redemption deadlines, trust value per share, extension mechanisms, deal progression, or sponsor conduct. Why it matters: It reports no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel changes beyond the recorded title and share count. According to the filing, the 10,000-share position stands as a static regulatory disclosure without transaction dates, purchase prices, or vesting schedules. Consequently, it offers no actionable intelligence for investors tracking capital return triggers or business combination execution; it remains a closed ledger entry with no material implication for near-term shareholder mechanics.

  • What changed: SEC Form 3 – Insider Ownership Report (routine compliance exhibit). As a routine compliance exhibit, this filing discloses initial beneficial ownership rather than corporate action. Bearing on mechanics, it records zero changes to redemption deadlines, trust value, extension provisions, deal progress, or sponsor conduct. In terms of substance, it contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel shifts; it strictly reports that Director Lee Ya Ting holds 10,000 direct shares in Miluna Acquisition Corp. Why it matters: For investors monitoring the redemption calendar and trust preservation, this Form 3 submission introduces no schedule shifts, capital draws, or combination catalysts. The reported 10,000-share position does not alter sponsor equity alignment, trigger material management transitions, or modify public float dynamics, leaving the deal timeline and liquidation rights governed by prior filings.

  • What changed: Form S-1MEF registration statement filed pursuant to Rule 462(b) to register additional securities for an ongoing public offering. Per the registrant, Miluna Acquisition Corp is filing this statement solely to increase the warrants underlying its units by 3,000,000, or up to 3,450,000 warrants if the underwriters exercise the over-allotment option in full. The company states this adjustment reflects a defined change to each unit, which will now consist of one ordinary share and one redeemable warrant. The filing notes that these additional warrants are registered at a price and volume that do not alter the maximum aggregate offering price set in the Prior Registration Statement (File No. 333-289973), declared effective September 30, 2025. Why it matters: Because this is a standard post-effective registration tied to the initial public offering pipeline, it does not advance redemption deadlines, modify trust hold periods, or trigger merger consummation mechanics. The updated unit composition separates the equity and warrant components, locking in the warrant pool without expanding the total capital raise ceiling. Personnel disclosures confirm Chief Executive Officer and Chairman Shang Ju Lin, Chief Financial Officer Daniel Albert Mace, and directors Luhuan Zhong, Mei Chi Tsai, and Ya Ting Lee as current signatories. There are no forward-looking claims regarding target revenue, market size, technology, customer concentration, or sponsor conduct; the submission contains only requisite legal opinions, accounting consents, and a fee table, rendering it a routine compliance exhibit.

  • What changed: A 424B4 final prospectus for Miluna Acquisition Corp's initial public offering of 6,000,000 units at $10.00 per unit, each unit consisting of one ordinary share and one redeemable warrant, with an underwriters' over-allotment option for up to 900,000 additional units; MMTX is a blank-check company that has not selected a target and states no substantive discussions with any target have occurred. This is the IPO prospectus, not a deal update. It sets the initial business combination deadline at 18 months from the closing of the IPO, extendable to 21 months through three one-month extensions if $0.033 per public share is deposited into trust for each extension and the company has entered into a business combination agreement within the initial 18-month period. It also establishes that $60,000,000 (or $69,000,000 if over-allotment is exercised) will be held in trust, or approximately $10.00 per public share, and that no target has been identified or approached. Why it matters: This filing defines MMTX's redemption calendar and trust mechanics: public shareholders may redeem at the per-share trust account value in connection with a business combination, subject to a 15% per-beneficial-owner consent limit if a shareholder vote is used; if no deal closes by the deadline, trust proceeds are distributed pro rata to public shares while warrants expire worthless. It also discloses sponsor/insider conflicts, a related SPAC (LBKX) with potential opportunity priority, and material dilution from insider shares purchased at approximately $0.014 per share.

  • What changed: A Form 8-A for registration of certain classes of securities pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934, formally registering Miluna Acquisition Corp’s Units, Ordinary Shares, and Warrants for quotation on the Nasdaq Stock Market LLC. This filing registers the three security classes for Nasdaq listing and establishes the warrant exercise price at $11.50 per share. It incorporates the complete description of the securities by reference to the Registration Statement initially filed on September 2, 2025 (File No. 333-289973). The registrant specifies that ordinary shares carry a par value of $0.0001 per share. Chief Executive Officer Shang Ju Lin executed the filing on October 22, 2025. The text does not amend redemption deadlines, trust distribution mechanics, extension provisions, or merger agreement terms. Why it matters: For investors tracking redemption calendars, trust valuations, extensions, deal progression, and sponsor conduct, this filing marks the administrative transition from announced deal status to formal public registration and listing preparation. The $11.50 warrant strike price establishes the definitive pricing benchmark for warrant holders once trading commences. Because all substantive security terms are carried over from the September 2, 2025 Registration Statement rather than updated through new proxy materials or prospectus supplements, the original filings remain the authoritative source for exact redemption windows, trust interest accrual rules, and business combination details. The document discloses no new litigation, customer commitments, revenue metrics, technology roadmaps, partnership announcements, or executive departures or appointments beyond the registered officer signature.

  • What changed: A Rule 461 correspondence submitted by D. Boral Capital LLC, as representative for several underwriters, to the SEC Division of Corporation Finance. It formally joins Miluna Acquisition Corp’s request to accelerate the effective date of its Form S-1 Registration Statement (File No. 333-289973) to 5:30 p.m., Eastern time, on September 30, 2025, or as soon thereafter as is practicable. It also confirms distribution plans for preliminary prospectus copies and asserts compliance with Rule 15c2-8. The filing does not update redemption deadlines, alter the trust value, propose extension votes, report definitive merger integration steps, or describe sponsor conduct. Regarding deal progress, it reflects only the underwriters’ administrative coordination to align the proposed public offering registration with an accelerated effectiveness window. No claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel are contained in the text. Any assertions made are limited to Gaurav Verma, Co-Head of Investment Banking at D. Boral Capital LLC, acting on behalf of the participating underwriters and dealers, and relate solely to securities distribution logistics and regulatory filing timing. Why it matters: Accelerating an S-1’s effectiveness date advances the capital markets transaction timeline, which can affect when proceeds become available to support operations or post-business combination initiatives for a SPAC already categorized as DEAL_ANNOUNCED. Because this instrument is strictly a procedural timing letter rather than a binding financing agreement, merger term sheet, or trust administration directive, it does not modify shareholder rights, redemption mechanics, or sponsor obligations. Investors tracking execution velocity will note the targeted 5:30 p.m. Eastern time effectiveness on September 30, 2025, but the filing introduces no substantive shifts to valuation, dilution, or deal protection terms.

  • What changed: A Securities and Exchange Commission correspondence letter (CORRESP) requesting administrative acceleration of the effectiveness of a Form S-1 registration statement under Rule 461. Submitted by Chief Executive Officer Shang Ju Lin on behalf of Miluna Acquisition Corporation, the filing requests that File No. 333-289973 become effective at 5:30 p.m. Eastern Time on September 30, 2025, or as soon as practicable thereafter. The text discloses no adjustments to redemption deadlines, trust account mechanics, extension voting schedules, merger development milestones, or sponsor conduct. It contains zero updates regarding customer contracts, revenue recognition, market size estimates, operational strategy, proprietary technology, third-party partnerships, pending litigation, or executive appointments. Why it matters: For investors monitoring a SPAC in DEAL_ANNOUNCED status, a Rule 461 acceleration request indicates that management and/or the sponsor are working through SEC staff comments to remove a routine administrative hold ahead of a planned closing or settlement window. While the correspondence does not modify the per-share trust balance, reset shareholder redemption cut-offs, or reveal target operating metrics, delaying such filings can create unintended settlement lag or postpone liquidity for public shareholders right before a merger vote or ticker activation. Redemptions, trust distributions, and sponsor behavior remain governed exclusively by the definitive business combination agreement, proxy statements, and prospectus supplements, not this procedural submission.

The complete MMTX filing history on EDGARopens on sec.gov in a new tab


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.