PALO SEC filings, in plain English
Everything Paloma Acquisition I 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: A Joint Filing Agreement attached to a Schedule 13G/A, executed pursuant to Rule 13d-1(k) to confirm that Linden Capital L.P., Linden GP LLC, Linden Advisors LP, and Siu Min Wong agree to file a single beneficial ownership statement on behalf of each undersigned party regarding Paloma Acquisition Corp I shares, with the underlying statement covering holdings as of June 30, 2026. The exhibit formalizes a coordinated filing arrangement among the four holders. Authorized Signatory Saul Ahn executes on behalf of Linden Capital L.P., Linden GP LLC, and Linden Advisors LP, and acts as Attorney-in-Fact for Siu Min Wong under a Power of Attorney dated June 10, 2019. The filing amends a prior disclosure lineage referencing a June 19, 2019 submission for Haymaker Acquisition Corp II. The attached text discloses no specific ownership percentages, acquisition costs, trade dates, or adjustments to reporting thresholds accompanying the 2026 amendment. Why it matters: For investors tracking redemption calendars, trust valuations, extension motions, business combination progress, and sponsor conduct, this procedural consolidation dictates how a multi-entity block casts votes relative to Paloma Acquisition I’s 2028-02-19 deadline. Routine 13G joint filings typically reflect passive or affiliate coordination rather than active influence, which usually signals lower probability of orchestrated early redemptions or hostile extension resistance before a target is selected. Because the amendment deliberately omits statements of investment purpose, planned acquisitions, or tolerance thresholds, it leaves unclear whether these holders will endorse a sponsor-led extension, back a specific business combination, or liquidate into the trust upon meeting the February 2028 cutoff. Zero operational, financial, or strategic claims appear in the text attributable to founders, managers, or external spokespersons; therefore, no assertions regarding customers, revenue, market size, technology, partnerships, litigation, or personnel shifts can be evaluated from this exhibit.
What changed: This document is a Schedule 13G/A — a beneficial ownership report and routine compliance exhibit filed 2026-08-14 under identifier 0001167557-26-000224, disclosing holdings by AQR Capital Management, LLC; AQR Capital Management Holdings, LLC; and AQR Arbitrage, LLC. The amendment marker (A) indicates a revision to a prior disclosure, but the provided excerpt contains no transaction dates, purchase/sale prices, share counts, or ownership percentages. According to the filing text, there are no reported adjustments to the SPAC’s $10 trust per share, the 2028-02-19 deadline, any extension motions, target search milestones, or sponsor conduct. Why it matters: Because the excerpt lists only reporting entities without numerical stakes or acquisition intent language, it signals standard institutional monitoring during the SEARCHING phase rather than a mechanical catalyst for redemptions or merger timing. Per the document, there are no claims concerning customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Investors tracking blockholder accumulation patterns or potential arbitrage positioning ahead of a hypothetical business combination announcement should monitor subsequent schedules for updated percentage floors and Section 13(d) trigger disclosures.
What changed: Quarterly report on Form 10-Q for the period ended June 30, 2026, filed by Paloma Acquisition Corp I, a blank-check SPAC in its search phase, with unaudited condensed financial statements and management discussion. This is the first 10-Q since the IPO closed in February 2026. The trust account holds $166.6 million ($10.13 per public share, above the $10.00 IPO price due to interest income). Net income was $1.25 million for the quarter and $0.21 million for the six months, primarily from interest on trust assets. The company recognized $1.45 million of share-based compensation for founder shares transferred to directors. The over-allotment option expired in April 2026, resulting in the forfeiture of 200,000 Class B founder shares for no consideration. Cash outside trust is $1.13 million, and working capital is $0.99 million. No business combination has been announced, and no working capital loans were outstanding at period end. Why it matters: Provides the first post-IPO financial snapshot: trust value per share is $10.13, the deadline for a business combination is February 2028 (24 months from IPO), and no extension has been taken. The sponsor transferred founder shares to directors, with the associated compensation expense. The company's cash runway is modest, potentially requiring working capital loans if a deal takes longer. The forfeiture of founder shares confirms the sponsor's stake is now 4.1125 million Class B shares, representing 20% of total shares post-IPO. Investors should monitor the trust balance, any extension votes, and deal announcements.
What changed vs 2026-05-15trust $165.1M → $166.6M +1%trust account, redeemable shares1 moved · 1 with no prior record of ours
- Trust account
- $165.1M$166.6M
- Redeemable shares
- 16.4M · unchanged
SpacBrain reads this as $1,460,895 was added to the trust between the two filings.
The clause …“ — 157,363 Long-term prepaid insurance 57,268 — Marketable securities held in Trust Account 166,594,389 — TOTAL ASSETS $ 167,917,906 $ 176,592 LIABILITIES, CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE”…
The clause …“authorized; 529,000 shares and 0 shares issued and outstanding (excluding 16,450,000 shares subject to possible redemption) as of June 30, 2026 and December 31, 2025, respectively 53 — Class B ordinary shares, $ 0.0001 par”…
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 (Amendment to Beneficial Ownership Report) containing Exhibit I, a Joint Filing Statement pursuant to Rule 13d-1(k)(1). The filing text discloses only a procedural consent by Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah to submit joint Schedule 13G amendments for Paloma Acquisition Corp I shares. It reports zero changes to share counts, percentage thresholds, or acquisition dates, and therefore introduces no modifications to redemption deadlines, trust disbursement mechanics, extension triggers, or de-SPAC deal progression Why it matters: This exhibit serves as an administrative coordination tool allowing three affiliated vehicles to file a single regulatory submission, as stated by the undersigned signatory. For investors tracking capital deployment or cash-out windows, the filing confirms unified reporting alignment among holders but contains no claims regarding customer concentration, revenue forecasts, market positioning, technology pipelines, partnership negotiations, litigation exposure, or personnel transitions. Because it alters neither beneficial ownership tables nor SPAC structural timelines, it provides no actionable data for redemption timing, trust value monitoring, or sponsor behavior assessment
What changed: Quarterly Report on Form 10-Q for the period ended March 31, 2026. First quarterly report after IPO. IPO closed February 20, 2026 (15,000,000 units at $10.00) plus partial over-allotment on February 25, 2026 (1,450,000 units). Trust account funded with $165,133,494 as of March 31, 2026 (including $633,494 interest). Class A shares subject to redemption: 16,450,000 shares at $10.04 per share. Net loss of $1,043,819 includes $1,451,125 compensation expense for founder shares transferred to directors/officers. Working capital: $1,212,757 cash. Sponsor promissory note repaid. 200,000 founder shares still subject to forfeiture as of March 31, subsequently surrendered April 4, 2026. No business combination target announced. Deadline 24 months from IPO (February 2028). Why it matters: Establishes baseline trust value, redemption value, and expenses for the SPAC. Provides first look at sponsor conduct (founder share transfers with compensation expense) and cash position. No target yet, but the trust is intact at $10.04 per share. Investors can assess burn rate and timeline.
What changed: Schedule 13G/A — a routine compliance exhibit and amendment to a beneficial ownership report filed by Sculptor Capital LP, Sculptor Capital II LP, Sculptor Capital Holding Corp, Sculptor Capital Holding II LLC, Sculptor Capital Management, Inc., and Sculptor Master Fund, Ltd. Per the filing dated 2026-05-15 [0001193125-26-227139], the named Sculptor entities have updated their prior disclosure, which operationally indicates a change in the percentage of Paloma Acquisition I shares they beneficially own, a shift in investment purpose, or a revision to a joint filing agreement. Regarding redemption mechanics, this amendment neither alters the fixed $10 trust value per share, triggers any extension provision, nor modifies the 2028-02-19 deadline; it merely updates the registry of institutional stakeholders while the vehicle remains in its SEARCHING phase. Why it matters: Tracking institutional position shifts helps investors assess early sponsor alignment or capital stacking ahead of a target announcement, though the document contains no assertions regarding deal progress, sponsor conduct, or redemption timeline adjustments. As the submission includes only entity identifiers and a form index, it makes no claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. The substantive footprint is strictly limited to the confirmatory regulatory update provided by the Sculptor group.
What changed: A routine compliance exhibit (Exhibit 99.1) serving as a joint filing acknowledgment and signature page for a Securities and Exchange Commission Schedule 13G, identifying Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross as co-reporting parties. According to the document, the undersigned acknowledge and agree the referenced Schedule 13G was filed on behalf of each holder simultaneously, eliminating the need for separate joint acquisition statements. Each party accepts responsibility for the timeliness and accuracy of his own submitted information while expressly disclaiming responsibility for the others’ data, except where he knows or has reason to believe it is inaccurate. The filing was executed on May 13, 2026, by Adage Capital Partners, L.L.C. (as General Partner) through Managing Member Robert Atchinson, followed by signatures from Robert Atchinson individually and Phillip Gross individually. The excerpt contains no share quantities, acquisition dates, purchase prices, or redemption-related data, and reports no development affecting Paloma Acquisition I’s SPAC mechanics, including trust account balances, business combination extensions, or target-search diligence. Why it matters: Because the text is confined to an administrative signature page, it does not modify the public redemption calendar, trust distribution schedule, or sponsor’s combination timeline. The joint-filing designation simply coordinates regulatory disclosure obligations among the named investment management entities and principals; any substantive shift in ownership concentration, capital deployment, or deal readiness would be disclosed in the principal Schedule 13G body referenced by CIK number [0000919574-26-002951], which this attachment does not contain.
What changed: Schedule 13G, a beneficial ownership report. This filing identifies AQR Capital Management, LLC; AQR Capital Management Holdings, LLC; and AQR Arbitrage, LLC as reporting holders of Paloma Acquisition I securities. The provided excerpt contains no share quantities, percentage thresholds, acquisition dates, or statements of purpose. It does not address redemption windows, trust account composition or withdrawals, extension votes, target business progress, or sponsor actions, fees, or governance updates. Why it matters: Institutional 13G disclosures often reflect portfolio rebalancing, index replication, or hedges that can shift secondary market float and liquidity conditions ahead of SPAC milestone dates. Because this excerpt omits quantitative position data and makes no reference to capital structure mechanics, it does not materially change the stated February 19, 2028 deadline, the per-share trust amount outlined in the prospectus, or the shareholder redemption calculus for PALO investors.
What changed: Form 8-K current report attached to a press release announcing the eligibility for separate trading of the registrant’s initial public offering units. This filing does not alter the trust account balance, redemption deadline, or business combination timeline. Per the press release attributed to Paloma Acquisition Corp I, the company announced that unit holders may elect to separate their units into class A ordinary shares and warrants commencing April 13, 2026. The document specifies that each unit comprises one class A ordinary share with a par value of $0.0001 per share and one-half of one redeemable warrant. Each whole warrant carries an exercise price of $11.50 per share, subject to adjustment. Separated shares and warrants will begin trading under the symbols PALO and PALOW, while unseparated units retain the PALOU ticker. Efficiency INC. is identified as the transfer agent handling separations upon broker request. The registrant’s corporate status remains SEARCHING with no new deal progress, extension votes, or sponsor conduct changes disclosed. Why it matters: For investors tracking redemption and trust mechanics, the filing confirms that the administrative split of listed securities does not trigger redemptions or affect the underlying trust reserve. The press release, issued on April 8, 2026, reiterates the sponsor’s targeted screening parameters, stating the company intends to focus on opportunities in the mining and precious metals sector with an emphasis on gold and silver in the United States and critical minerals in North America, Australia and New Zealand. Chief Executive Officer Anna Nahajski attested the report alongside the leadership roster named in the release: Chief Financial Officer Peter Preston, and independent directors James Askew, Richard Munson, and Effie Simanikas. The sponsor highlighted that the team seeks partners with demonstrated track records in resource growth, project development management, operational efficiency, and cash flow generation. Jefferies LLC is credited as the sole book-running manager for the initial offering, whose registration statement became effective on February 18, 2026. Because the filing contains no trust valuation figures, investors must refer to separate periodic filings to determine the exact per-share trust amount, which the document does not calculate or import.
What changed: Form 4 insider ownership report. Reporting person Anna Maria Staples—identified as a director, Chief Executive Officer, and 10% owner—stated she executed no non-derivative transactions and reports unchanged security holdings, leaving Paloma Acquisition Corp I’s search trajectory, redemption mechanics, trust preservation, and extension protocols tied to the February 19, 2028 deadline completely unaffected by insider trading activity. Why it matters: Beyond confirming steady insider equity allocation, the submission contains no disclosures regarding business combination progress, target screening, PIPE structuring, or sponsor deposit behavior that would shift public holder redemption calculus or indicate upcoming corporate actions. As a routine compliance exhibit attesting to static ownership, it carries no forward-looking operational weight for calendar tracking or valuation modeling, but its explicit confirmation of zero position movement eliminates speculative noise around sponsor liquidity deployment during the extended search window.
What changed: A Joint Filing Agreement (Exhibit 99.1) submitted as an attachment to a Schedule 13D/A amendment regarding beneficial ownership of Paloma Acquisition Corp I ordinary shares. The provided filing text contains only the signature page and mutual liability provisions required under Rule 13d-1(k); it does not disclose amended share counts, purchase prices, acquisition dates, or shifts in voting power. Accordingly, no mechanical updates are reported regarding investor redemption windows, trust account distributions, extension proposals, or merger advancement. Sponsor conduct is referenced solely through Paloma Capital Group LLC authorizing Anna Nahajski-Staples, Managing Member, to execute the agreement on April 7, 2026. Why it matters: This exhibit confirms procedural alignment among reporting parties but carries no independent effect on capital structure, liquidity events, or timeline shifts. Investors monitoring Paloma Acquisition I should note that without the accompanying Schedule 13D/A data schedules, parameters tied to the entity’s SEARCHING phase remain unaltered per this specific submission. The document explicitly designates the ordinary shares at a $0.0001 par value and assigns joint filing liability exclusively to the named signatories, stating that no party assumes responsibility for another’s information accuracy unless known to be inaccurate. Substantive developments affecting deal progress, shareholder protection mechanisms, or target negotiations will be located only in the primary amendment body, which was not included in this extract.
What changed: A Form 4 insider ownership report documenting beneficial shareholdings for Paloma Capital Group LLC and director/Chief Executive Officer Anna Maria Staples in Paloma Acquisition Corp I. The filing explicitly states 'No non-derivative transactions or holdings reported,' indicating zero movement in insider equity positions during the reporting window. For mechanics tracking, this confirms the sponsor and CEO did not adjust their stake, leaving current alignment intact ahead of the 2028-02-19 redemption deadline while neither triggering extension provisions nor impacting trust-per-share valuations. Why it matters: For investors monitoring redemption calendars and sponsor conduct, a static Form 4 signals no insider liquidation or dilution events that could accelerate redemption pressure or complicate capital structure negotiations. The document contains no forward-looking statements, revenue metrics, customer claims, partnership disclosures, or litigation updates; it serves purely as a routine compliance snapshot confirming that the 10% ownership stakes for both reporting persons persisted unaltered, which maintains predictable sponsor skin-in-the-game without advancing deal execution timelines.
What changed: A Form 8-K Current Report disclosing the consummation of the initial public offering, simultaneous private placements, and subsequent partial exercise of the underwriters’ over-allotment option, accompanied by an audited balance sheet as of February 20, 2026 and comprehensive notes to the financial statements. According to the issuer, Paloma Acquisition Corp I consummated its IPO on February 20, 2026, selling 15,000,000 Units at $10.00 per Unit for $150,000,000 in gross proceeds. Simultaneously, the company completed a private placement of 500,000 Private Placement Units to Paloma Capital Group LLC (the Sponsor) and Jefferies LLC (the Underwriter) at $10.00 per Unit, raising $5,000,000. On February 25, 2026, Jefferies LLC partially exercised a 45-day option to purchase 1,450,000 additional Units for $14,500,000. Concurrently, Item 8.01 discloses the sale of 29,000 additional Private Placement Units generating $290,000, while Note 10 discloses the sale of 14,500 Private Placement Units generating $145,000. As disclosed by the company, $150,000,000 was initially placed in a U.S.-based trust account maintained by Efficiency INC., acting as trustee. On February 25, 2026, an additional $14,500,000 was deposited into the trust account, resulting in a reported total of $164,500,000 held in the trust account. The company defines a 'Completion Window' of 24 months from the February 20, 2026 closing, expiring February 20, 2028. Per the audited balance sheet issued by WithumSmith+Brown, PC, total assets were $151,629,096 (including $150,000,000 in Cash held in Trust Account and $1,574,138 in general cash), total liabilities were $6,365,787 (comprising $365,787 in current liabilities, a $6,000,000 deferred underwriting fee payable to Jefferies LLC, and $67,547 in a related-party promissory note), and 15,000,000 Class A ordinary shares were classified as temporary equity at a redemption value of $150,000,000. The Sponsor and management team signed a letter agreement waiving redemption rights for Founder Shares and Private Placement Shares, and entering an administrative services agreement commencing February 18, 2026, obligating the company to reimburse the Sponsor’s managing member $10,000 per month. The Sponsor transferred 587,500 Founder Shares to independent directors and officers on February 7, 2026, recognized at a fair value of $1,451,125 or $2.47 per share. Working Capital Loans of up to $1,500,000 may convert into Private Placement Units at $10.00 per unit upon a business combination, though zero loans are currently outstanding. No target has been selected and no substantive discussions with any business combination target have occurred. Why it matters: For shareholders holding PALO common stock, this filing formally establishes the mechanical and financial parameters governing future redemption windows, trust integrity, and sponsor alignment. The $164,500,000 trust balance directly dictates the maximum distributable cash per public share upon liquidation or combination, anchoring the redemption floor near the $10.00 unit offering price before interest accruals. The strict 24-month Completion Window terminating on February 20, 2028 imposes a hard calendar deadline: failure to execute a qualifying merger or asset acquisition by that date triggers mandatory pro-rata distributions from the trust account, extinguishing public equity. The $6,000,000 deferred underwriting fee creates a structural deduction from trust proceeds payable exclusively upon a successful transaction, while the $10,000 per month administrative services fee continuously draws down off-trust operating capital. Because the company maintains that no specific target exists and substantive negotiations are absent, the filing confirms the entity operates purely as a shell awaiting activation. The documented forfeiture mechanics for 562,500 Founder Shares (reduced to 362,500 un-forfeited post-over-allotment exercise) and the Sponsor’s contractual waiver of liquidating distributions for those insider interests structurally align founder economics with public shareholder recovery but concentrate governance control entirely with the Sponsor until a business combination closes. The balance sheet’s classification of $150,000,000 in Class A ordinary shares as temporary equity, alongside a $(4,736,691) shareholders’ deficit, reflects standard SPAC accounting treatment upon IPO completion, signaling that no operational revenue generation has commenced and all liquidity resides strictly in the trust vehicle pending deployment.
What changed: Routine compliance exhibit: Exhibit A Joint Filing Agreement attached to a Schedule 13G beneficial ownership report. The filing consolidates the reporting obligations for Paloma Acquisition Corp I shares dated February 24, 2026 under Exchange Act Rule 13d-1(k) for four parties: Linden Capital L.P., Linden GP LLC, Linden Advisors LP, and Siu Min Wong. The undersigned holders designate Saul Ahn as the unified authorized signatory and attorney-in-fact, executing the agreement on March 2, 2026. The text explicitly cites a June 10, 2019 Power of Attorney previously utilized for Haymaker Acquisition Corp II disclosures filed on June 19, 2019. Why it matters: As disclosed by the Linden entities and executed by Saul Ahn, this document is mechanically inert regarding redemption deadlines, trust value, extensions, and deal progress: it does not adjust the SPAC’s termination schedule, alter the per-share trust amount, trigger an extension vote, or advance a merger target search. The filing presents no data on customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Its sole substantive effect is to legally bind the named holders to file future Schedule 13G amendments jointly through a single representative, streamlining SEC disclosure tracking without introducing new commercial terms, operational milestones, or changes to sponsor conduct.
What changed: A Joint Filing Agreement (Exhibit 99.1) attached to a Schedule 13D beneficial ownership report for Paloma Acquisition Corp I ordinary shares. The Exhibit 99.1 text reports solely an administrative protocol for joint SEC submissions under Rule 13d-1(k). Per the filing, each designated party agrees to independent responsibility for the timeliness and accuracy of its own disclosure, while explicitly disavowing liability for co-filers' information. The document introduces zero modifications to the February 19, 2028 redemption deadline, the declared trust value, extension voting triggers, business combination development, or sponsor governance standards. No share quantities, acquisition premiums, or timeline shifts are enumerated within this attachment. Why it matters: Attributed entirely to Paloma Capital Group LLC and executed by Managing Member Anna Nahajski-Staples on February 27, 2026, the agreement confirms only the procedural wrapper behind an unnamed 13D position. For investors tracking liquidation calendars, per-share trust valuations, merger pacing, or sponsor accountability, this exhibit is mechanically inert because it excludes substantive capital structure data, trading activity, or acquisition intent. Any actionable intelligence regarding redemption pressure, financing tranches, or executive strategy remains confined to the primary Schedule 13D narrative, leaving this filing structurally neutral until complementary disclosures surface.
What changed: Routine compliance exhibit: SEC Form 4 insider ownership report documenting an open-market equity purchase by a 10% beneficial owner and a director/chief executive officer. Per the filing, on 2026-02-25 Paloma Capital Group LLC and Staples Anna Maria executed an open-market purchase of 14,500 shares, bringing reported aggregate holdings to 364,500 shares. The document records no adjustments to redemption deadline mechanics, trust account terms, extension procedures, or sponsor conduct protocols, as the SPAC remains in the SEARCHING phase. Why it matters: The Form 4 serves as a standard regulatory update rather than a strategic catalyst. Management and sponsor market purchases are typically monitored for alignment, but the filing attributes no statements to the CEO or sponsor regarding target selection, valuation targets, or trust utilization. Without an announced business combination, the transaction generates no impact on investor redemption windows, trust distribution math, proxy voting timelines, or deal progression milestones. Analysts reviewing sponsor behavior will note routine secondary market accumulation without structural implications for the capital structure or redemption mechanics.
What changed: SEC Form 4 routine compliance exhibit disclosing an insider securities transaction filed by Paloma Acquisition Corp I regarding director and Chief Executive Officer Anna Maria Staples. According to the filing, on 2026-02-25, Staples conducted an open-market purchase to acquire 14,500 shares. The report states she held 364,500 shares immediately following the transaction and classifies herself as a 10% owner. Why it matters: This submission tracks sponsor conduct during a SEARCHING phase rather than advancing redemption, trust, or extension mechanics. Per the filing, no provisions modify shareholder exit windows, adjust trust account distributions, trigger deadline extensions, or announce target pursuit or business combination progress. The open-market purchase of 14,500 shares by a reporting insider does not alter liquidation procedures, voting timelines, or sponsor compensation structures. Beyond the ownership ledger for Staples, the exhibit contains zero commentary on customer concentration, revenue streams, addressable market size, operational strategy, technological infrastructure, strategic alliances, pending litigation, or additional executive appointments.
What changed: SEC Schedule 13G beneficial ownership report filed under accession number 0001193125-26-076957, naming Sculptor Capital LP, Sculptor Capital II LP, Sculptor Capital Holding Corp, Sculptor Capital Holding II LLC, and Sculptor Capital Management, Inc. as co-filers for PALO. The provided excerpt lists affiliated entities as reporting parties but contains no share quantities, acquisition dates, purchase prices, or stated purposes. No updates are disclosed regarding redemption mechanics, trust account composition or balance, extension proposals, target identification, merger timelines, or sponsor conduct. Why it matters: A Schedule 13G indicates that one or more of these Sculptor affiliates crossed the statutory 5% beneficial ownership threshold. In a SEARCHING-stage SPAC, institutional accumulation can occur passively, track index inclusion, or precede a de-SPAC transaction, but without a subsequent Schedule 13G/A amendment specifying exact ownership percentages, acting group relationships, or voting/lock-up terms, investors cannot assess how this position might influence shareholder redemption behavior, governance dynamics, or approval mechanics for a future business combination. Ongoing monitoring of amendment filings is required to capture any structural commitments that could alter exit economics.
What changed: Joint filing statement pursuant to Rule 13d-1(k)(1) submitting to the Securities and Exchange Commission a consolidated Schedule 13G for beneficial ownership reporting of Paloma Acquisition Corp I shares. The attached exhibit executes a mutual consent among Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah to file jointly under Securities Exchange Act rules, terminating upon written notice. The attached text contains no share quantities, acquisition dates, percentages, or statements of purpose; those items would be disclosed on the primary Schedule 13G. Accordingly, the filing registers no adjustment to the February 19, 2028 business combination deadline, the $10 trust per share, the ongoing target search, or sponsor behavior. Why it matters: As a procedural compliance document, it signals that three affiliated parties have agreed to consolidate their reporting obligations, but without the companion 13G disclosing actual share counts or acquisition intent, it provides no observable shift in public float concentration, redemption probability, or voting dynamics ahead of the deadline. The document contains no operational disclosures, customer or revenue claims, market size estimates, technology assessments, partnership announcements, or litigation references. Investors should await the main filing to assess position sizing or potential holder alignment with management versus redemption preferences.
What changed: A Form 4 insider ownership report submitted to the SEC. This document is a Form 4 insider ownership report. Per the filing text, Paloma Capital Group LLC and Staples Anna Maria (identified in the document as a director, Chief Executive Officer, and 10% owner) executed an open-market purchase on 2026-02-20. The transaction records the acquisition of 350,000 shares, bringing post-transaction holdings to 350,000 shares for each reporting person. The filing reports zero changes to the SPAC’s trust account, redemption mechanics, extension provisions, or target identification efforts. No statements regarding customer relationships, revenue, market sizing, strategy, technology, partnerships, litigation, or executive roster changes are contained within the exhibit. The only personnel-related data originates from the filing itself, which confirms Staples Anna Maria’s retained titles of director and Chief Executive Officer and lists both reporting parties as 10% owners. Why it matters: Sponsor-affiliated and CEO share purchases demonstrate direct capital deployment into the listed equity, which aligns insider incentives with public shareholders, though the transaction does not modify the existing redemption window or provide incremental liquidity to the trust for a prospective business combination. Because the document contains no updates on a target pipeline, merger agreement status, amendment filings, or warrant exercises, investors monitoring deal velocity, sponsor funding requirements, or extension triggers receive no actionable data on those tracks. The establishment of a 350,000-share insider position creates a fixed baseline of equity exposure that will adjust only through subsequent disclosed transactions.
What changed: A Securities Exchange Act Form 4 insider ownership report. Per the SEC submission dated February 24, 2026, director and chief executive officer Anna Maria Staples executed an open-market purchase of 350,000 shares on February 20, 2026, resulting in a post-transaction holding of 350,000 shares. Regarding redemption deadlines, trust value, extensions, or deal progress, the filing reports no alterations to the trust account, preserves the February 19, 2028 termination date, and confirms the entity remains in a SEARCHING phase. Concerning claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel, the document contains none; all stated figures, dates, and roles originate exclusively from the Form 4 text and the accompanying prompt metadata. Why it matters: For investors tracking trust preservation, redemption mechanics, and sponsor conduct, this routine compliance exhibit shows the company's principal officer deploying personal capital at open-market prices while the SPAC has not yet identified a business combination target. The transaction is confined to secondary market execution, meaning it does not draw from or dilute trust assets, does not modify shareholder redemption rights, and does not activate or postpone the February 19, 2028 liquidation deadline. Insider accumulation during the pre-deal window can signal management's confidence in the remaining operational runway or anticipated valuation dynamics, though the filing itself supplies no metrics on trust yield, promoter equity structures, or active target negotiations. Investors should interpret the purchase as a governance indicator rather than a mechanical catalyst and monitor subsequent proxy or registration filings for substantive updates on the combination pipeline or amendment proposals.
What changed: Form 8-K filed by Paloma Acquisition Corp I to report the closing of its initial public offering of 15,000,000 units at $10.00 per unit, generating $150,000,000 in gross proceeds, and to disclose related agreements, board appointments, and trust account establishment. Paloma Acquisition Corp I completed its IPO, depositing $150,000,000 into a trust account ($10.00 per public share), issued 15,000,000 units, and granted underwriters a 45-day option for up to 2,250,000 additional units. Simultaneously, the Sponsor purchased 350,000 private placement units and Jefferies purchased 150,000 private placement units, generating $5,000,000 in additional proceeds. The company's amended and restated memorandum and articles of association became effective, and a new board of directors was appointed with three classes. The company is now searching for an initial business combination, with a 24-month deadline from the IPO closing (February 20, 2028). Why it matters: This filing establishes the SPAC's capital structure and trust. Investors should note the $10.00 per-share trust value, the 24-month deadline, and the management's stated focus on the minerals sector (gold and silver) in the United States. The underwriting agreement includes a deferred discount of $0.40 per unit ($6,000,000 total) payable only upon completion of a business combination. The company has not yet identified a target and is in the searching phase.
What changed: A Rule 424(b)(4) registration statement prospectus for the initial public offering of 15,000,000 Units of Paloma Acquisition Corp I, detailing the public sale structure, simultaneous private placements, underwriter compensation, warrant mechanics, trust account funding, lock-up restrictions, and comprehensive risk and conflict disclosures. The filing establishes a trust deposit of $10.00 per public unit, totaling $150,000,000, or $172,500,000 if the underwriters exercise their 45-day option for 2,250,000 additional units. Why it matters: Material shifts include explicit conflict-of-interest warnings from the founder and management team regarding concurrent fiduciary duties to other entities, including potential future SPACs, which could redirect acquisition opportunities away from public shareholders. The company’s strategy, as outlined by CEO and founder Anna Nahajski-Staples, targets the minerals sector, focusing on gold and silver assets in the United States, North America, Australia, and New Zealand, with a preferred Total Enterprise Value of $500 million to $1.5 billion.
What changed: Form 8-A for registration of certain classes of securities pursuant to Section 12(b) of the Securities Exchange Act of 1934, registering units, Class A ordinary shares, and warrants of Paloma Acquisition Corp I for listing on The Nasdaq Stock Market LLC. The filing formalizes the public securities’ registration mechanics, confirming each unit comprises one Class A ordinary share and one-half of one redeemable warrant, with whole warrants exercisable at an $11.50 exercise price. Why it matters: This routine exchange registration completes the listing setup, transitioning the SPAC from capital formation into active public-market operations. By incorporating prior prospectus descriptions by reference without altering warrant adjustment formulas, lock-up periods, or sponsor amendment authorities, the filing preserves existing redemption economics and governance terms.
What changed: This document is a Form 3 — insider ownership report, specifically an initial statement of beneficial ownership filed electronically with the SEC by Paloma Acquisition Corp I. The filing reports no non-derivative transactions or holdings for Preston Peter, who is identified in the document as Chief Financial Officer. Consequently, there is no change to executive equity exposure, sponsor conduct, or insider alignment metrics. No mechanical updates are disclosed regarding redemption deadlines, trust balance adjustments, extension proposals, or target identification progress. Why it matters: Because the report contains no assertions about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel, it offers no commercial or operational substance. Attributed entirely to the reporting language itself, the explicit statement of zero reported holdings establishes a neutral baseline for pre-combination insider positioning. As a routine regulatory exhibit, it signals that the Chief Financial Officer has not yet taken a measurable equity position in the searching shell, which is standard for early-stage SPACs and does not trigger any action on shareholder redemption rights or trust accrual mechanics.
What changed: Form 3 — insider ownership report. Director James E. Askeew reported 'No non-derivative transactions or holdings,' meaning zero shares were acquired, sold, or initially registered. This yields no adjustment to insider equity stakes, leaving trust value, redemption mechanics, extension windows, and business combination timelines untouched. Why it matters: Because the filing is a routine compliance exhibit containing exclusively static disclosure language, it delivers no signal regarding sponsor conduct, conviction levels, or dilution risk. It contains no claims about customers, revenue, market size, strategy, technology, partnerships, or litigation. With no corporate metrics or trading figures disclosed, the report does not advance redemption calendar tracking or partnership signaling, though it satisfies initial Section 16(a) reporting obligations as documented by the issuer.
What changed: A Form 3 initial statement of beneficial ownership of securities, classified internally as a routine compliance exhibit for insider equity disclosure. According to the filing, Anna Maria Staples is documented as a director, Chief Executive Officer, and 10% owner. The submission explicitly reports zero non-derivative transactions or adjustments to shareholdings. Therefore, the 2028-02-19 redemption deadline, trust account mechanics, extension provisions, and any prospective business combination timeline remain entirely unaffected. Sponsor conduct reveals no recent equity purchases or sales that would impact shareholder redemption valuation or management alignment metrics. Why it matters: Because this is a standard compliance filing that self-reports no transaction activity, it carries no forward-looking signal regarding deal execution speed, working capital needs, or target search progress. The document itself attributes the executive and directorship titles solely to Staples and confirms that insider position sizing was static at the time of registration. For investors tracking the redemption calendar and trust preservation, this exhibit adds no new variables; mechanical conversion terms and corporate governance structures operate independently of this administrative recordkeeping step.
What changed: Routine compliance exhibit: SEC Form 3 initial ownership report for Paloma Acquisition Corp I, documenting baseline equity positions of named insiders. According to the filing, neither Paloma Capital Group LLC nor director and Chief Executive Officer Anna Maria Staples reported any non-derivative transactions or holdings changes. Both parties remain listed solely as 10% owners of the issuer, with zero purchases, sales, conversions, or derivative exercises logged for this reporting cycle. Redemption windows, trust composition, and extension parameters are unchanged by this submission. Why it matters: In a SEARCHING-phase SPAC, a transaction-free Form 3 confirms the sponsor and executive leadership have not altered their foundational equity exposure. As disclosed by the filing itself, maintaining the reported 10% stake without insider trading activity signals that the founding team has not adjusted its capital commitment or sought personal liquidity during the active acquisition hunt. This preserves the existing alignment between sponsor economics and public shareholder interests through the active search period and up to the applicable trust redemption horizon. The absence of insider movement eliminates immediate concerns about pre-deal dilution pressure, cash-settlement demands, or management turnover that could disrupt deal sourcing, target negotiations, or future extension votes. No customer data, revenue projections, market size estimates, partnership announcements, litigation filings, or technology roadmap items are contained in the exhibit.
What changed: Form 3 — insider ownership report for Paloma Acquisition Corp I, filed by director Richard A. Munson. The Form 3 explicitly states “No non-derivative transactions or holdings reported.” Accordingly, there are no updates to insider equity positions, and the filing does not alter redemption mechanics, trust account balance, extension deadlines, or merger development. Why it matters: Routine compliance exhibits supply direct verification of director and sponsor equity movements, which investors track for alignment signals and early deal-positioning clues. The filing attributes the zero-activity declaration directly to Munson’s SEC disclosure obligation, confirming no stock-based position was held or adjusted at the time of reporting. By establishing a verified baseline of insider holdings, the submission allows investors to separate administrative housekeeping from material catalysts that would affect the redemption calendar, trust administration, or business combination timeline.
What changed: Form 3 — insider ownership report filed with the SEC for Paloma Acquisition Corp I. According to the Form 3 submission, director Affie Simanikas reported zero non-derivative transactions or holdings. This filing does not alter the stated business combination deadline (2028-02-19), the disclosed per-share trust balance ($10), or any redemption mechanics. It contains no claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel; the text consists exclusively of the issuer designation, the reporting officer’s name and title, and the declaration of empty transactional status. Why it matters: For investors monitoring redemption windows, trust preservation, and director conduct, this routine Section 16 disclosure confirms that a board member has not adjusted their equity position during the reporting period. In a SEARCHING-stage SPAC, tracking whether directors build, maintain, or liquidate positions helps gauge internal confidence ahead of merger talks and potential redemption pressure. The absence of reported changes simply verifies regulatory compliance and stable fiduciary positioning without affecting the March 2028 extension timeline or per-share trust accounting.
What changed: A Rule 461 correspondence from Paloma Acquisition Corp I requesting acceleration of the effectiveness of its Form S-1 registration statement (File No. 333-293083). The filing, submitted by Chief Executive Officer Anna Nahajski-Staples, asks the SEC to declare the S-1 effective at 4:00 p.m. on February 18, 2026. This request does not alter the $10.13 trust per share, the February 19, 2028 redemption and business combination deadline, extension provisions, redemption rights, or deal progression. The SPAC remains in SEARCHING status with no target announced. Why it matters: As the sole substantive content, this is a routine administrative step to adjust the regulatory effective date without amending prospectus disclosures, pricing caps, or investor protections. The document contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or corporate personnel beyond the signatory’s executive title.
What changed: A SEC CORRESP submission containing a lead underwriter’s request to accelerate a Form S-1 effective date, a notice regarding preliminary prospectus distribution, and a regulatory compliance representation. Through Managing Director Tina Pappas, Jefferies LLC requested that Paloma Acquisition Corp I’s Registration Statement on Form S-1 (File No. 333-293083) be accelerated to become effective at 4:00 p.m. Eastern time on February 18, 2026, or as soon thereafter as practicable. Why it matters: It moves the SPAC’s capital raise closer to pricing and effectiveness while maintaining its SEARCHING status. Jefferies advises that approximately 300 copies of the Preliminary Prospectus dated February 17, 2026 are expected to be distributed to prospective underwriters, dealers, institutional investors, retail investors, and others. Jefferies further represents it has complied and will continue to comply with Exchange Act Rule 15c2-8 requirements.
What changed: An SEC correspondence formally withdrawing a prior request to accelerate the effective time of Form S-1 Registration Statement (File No. 333-293083). Chief Executive Officer Anna Nahajki-Staples retracted a February 13, 2026 submission seeking Rule 461 acceleration to declare the S-1 effective at 4:00 p.m., Eastern Time, on February 17, 2026. The filing makes no amendments to the SPAC’s existing trust mechanics, public shareholder redemption windows, or sponsorship structure. The action is confined strictly to halting the expedited processing schedule for the referenced registration statement. Why it matters: Withdrawing the acceleration request pushes the registration statement back to standard SEC review pacing, which may postpone capital-raising proceeds but leaves the underlying trust fund mechanics and shareholder redemption rights untouched. Neither the Chief Executive Officer nor legal counsel disclosed a substantive rationale for the retraction; therefore, the adjustment reflects routine regulatory scheduling rather than a strategic pivot, dilution event, or shift in sponsor conduct.
What changed: Amendment No. 2 to Registration Statement on Form S-1 for an initial public offering of units by Paloma Acquisition Corp I, a blank check company (SPAC) searching for a business combination, with a focus on precious metals (gold and silver) in North America and critical minerals. This amendment updates the registration statement with a preliminary prospectus dated February 17, 2026. It includes revised financial statements, offering details, and risk factors. The company has not yet identified a target business. Key terms: 15,000,000 units offered at $10.00 per unit, $150,000,000 deposited into trust ($10.00 per share). Sponsor purchased founder shares at $0.006 per share. Deadline to complete a business combination is 24 months from closing, extendable to 36 months with shareholder approval. Redemption rights for public shareholders are described. No substantive changes from prior filings except the updated prospectus date and financials. Why it matters: This filing provides the most current disclosure for investors tracking the SPAC IPO. It details the trust account mechanics, redemption rights, deadline for business combination, sponsor compensation, and conflicts of interest. Investors evaluating redemption deadlines, trust value, and potential dilution will find the terms of the offering critical. The document also outlines the company's strategy, management team, and acquisition criteria.
What changed: SEC CORRESP containing a Rule 461 withdrawal letter. This document IS a Securities Act correspondence in which Jefferies LLC, as representative of the several underwriters, formally withdraws its February 13, 2026 request to accelerate the effectiveness of Paloma Acquisition Corp I’s Form S-1 (File No. 333-293083, originally filed January 30, 2026). Bearing on the mechanics you track: the withdrawal states the company “is no longer requesting that such Registration Statement be declared effective at this time,” halting the intended February 17, 2026, 4:00 p.m. Eastern time declaration. Why it matters: Procedural withdrawals of S-1 acceleration requests typically reflect SEC comment resolution pacing, underwriter window calibration, or issuer-led timing adjustments rather than shifts in underlying economics. For Paloma’s shareholders, each day the S-1 remains dormant extends monthly trust drawdowns against the $10.13 per share balance, compressing the practical window to identify, negotiate, and consummate a merger before the February 19, 2028 redemption cliff.
What changed: A regulatory correspondence to the SEC Division of Corporation Finance formally requesting acceleration of the effectiveness of the company’s initial public offering registration statement on Form S-1 under Rule 461 of the Securities Act of 1933. The Company, represented by Chief Executive Officer Anna Nahajski-Staples, requested that the Commission make its Registration Statement (File No. 333-293083) effective as of 4:00 p.m. on February 17, 2026, or as soon thereafter as practicable. Why it matters: This filing marks a routine administrative step toward completing an IPO, confirming that executive leadership is actively proceeding with the capital raise. It advances deal progress only to the extent that it clears a prerequisite regulatory timing requirement; it provides no information on business combinations, redemption mechanics, or sponsor conduct.
What changed: An underwriter-led correspondence (CORRESP) submitting a Rule 461 request to the SEC Division of Corporation Finance to accelerate the effective date of Paloma Acquisition Corp I’s Form S-1 registration statement, accompanied by a Rule 460 notification regarding preliminary prospectus distribution. Jefferies LLC, through Managing Director Tina Pappas, requested that the registration statement become effective at 4:00 pm Eastern time on February 17, 2026. Why it matters: Acceleration approval dictates the precise launch of the public offering, which sequences the deposit of IPO proceeds into the trust account and activates the timeline for future shareholder redemption windows. Circulating roughly 300 preliminary prospectuses to designated investor categories confirms pre-pricing marketing reach and underwriter commitment before settlement.
What changed: Amendment No. 1 to Registration Statement on Form S-1 (S-1/A) – a preliminary prospectus for a SPAC's initial public offering of 15,000,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one-half of one redeemable warrant. This amendment updates the preliminary prospectus from the initial S-1 filing (Registration No. 333-293083) with audited financial statements as of December 31, 2025, revised risk factors, expanded business strategy focusing on precious metals (gold/silver) in North America and critical minerals in select jurisdictions, detailed management biographies and compensation, dilution tables, and updated offering mechanics. The SPAC is still searching for a target; no business combination has been identified. Why it matters: This filing provides the first comprehensive public disclosure of Paloma Acquisition Corp I's IPO terms, trust size ($150M), 24-month deadline (extendable to 36 months), sponsor economics (founder shares at ~$0.006 per share, private placement at $10.00), target criteria, and conflicts of interest. Investors can now evaluate the SPAC's structure, management team, and risk factors before the offering.
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.