PWUP SEC filings, in plain English
Everything PowerUp Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 6 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: Aspire Biopharma Holdings, Inc. filed an 8-K on August 19, 2026, furnishing an investor presentation (Exhibit 99.1) signed by CEO Kraig Higginson. Why it matters: The filing does not contain redemption deadlines, trust value updates, or extension details for the closed SPAC PWUP; it only provides marketing materials for the post-merger entity Aspire Biopharma.
What changed: The 10-Q filed under Commission file number 001-41293 is that of Aspire Biopharma Holdings, Inc. (Nasdaq: ASBP) for the quarter ended June 30, 2026. All share data is retroactively restated for two reverse stock splits — 1-for-40 on January 16, 2026 and 1-for-30 on May 11, 2026 — and as of August 7, 2026 there were 1,402,557 shares outstanding, 8,199 private placement warrants each exercisable for one share, and 14,374,969 public warrants of which 1,200 are exercisable for one share. Why it matters: The company converted almost all of its debt into equity and preferred stock and raised cash to $12.2 million, at the cost of a share count restated through a combined 1-for-1,200 reverse split — a public warrant now takes 1,200 warrants to buy one share, which is what a $11.50-era warrant becomes after that arithmetic. Quarterly revenue of $63,104 against $2.6 million of operating expenses means the balance sheet, not the business, is funding operations.
combination deadlinenothing moved · 1 with no prior record of ours
- Combination deadline
- 2025-09-10 · unchanged
The clause …“15, 2025, and amending additional notes to extend their maturity dates to September 10, 2025. In connection with the Agreement, the Company agreed to issue $21 shares of common stock after giving effect to the Reverse Splits as”…
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: Exhibit 10.3 to an 8-K of Aspire Biopharma Holdings, Inc.: a Secured Convertible Promissory Note Purchase Agreement dated August 6, 2026 with investors listed on a schedule, under Section 4(a)(2) and Rule 506(b). The notes carry a 20% original issue discount included in the principal balance, so the aggregate purchase price is $3,000,000 and the aggregate principal amount is $3,750,000. The agreement states that upon an Event of Default as defined in the notes, the principal amount becomes convertible at the investor's option into shares of the company's common stock as set forth in the notes. Why it matters: The company receives $3.0 million and owes $3.75 million, a 20% discount booked as principal at issuance. Conversion into stock is conditioned on an Event of Default rather than available at will, and the conversion price is set in the notes, which are not part of this exhibit.
What changed: 8-K of Aspire Biopharma Holdings, Inc. Item 8.01 (other events): responding to requests from holders, the Company clarifies the terms of its public warrants, trading as ASPBW, originally issued on February 23, 2022 in the IPO of predecessor Power Up Acquisition Corp. with an initial exercise price of $11.50 per share subject to adjustment on events including a consolidation of shares. After a 1-for-30 reverse stock split on January 16, 2026 and a further 40-to-1 reverse split on May 11, 2026, the warrants now carry an exercise price of $13,800 per share and a ratio of 1,200 warrants per share. Why it matters: Two reverse splits compounded to 1,200-to-1 on a SPAC warrant, so a holder needs 1,200 warrants and $13,800 to receive a single share. The Company filed this because holders asked; nothing in the report changes the terms, and the adjustment is the contractual consequence of the splits rather than a new event.
outside date1 moved
- Outside date
- 2026-01-312026-09-10
SpacBrain reads this as 222 days later than the previous record.
The clause …“a clean PCAOB Audit opinion satisfying the foregoing is not obtained prior to September 10, 2026 (the “Outside Date”), the Company has the right to terminate the Purchase Agreement. The parties also agreed to certain customary”…
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 vs 2025-11-14deadline 2025-12-10 → 2025-09-10going concern RESOLVED
combination deadline, going-concern doubt2 moved
- Combination deadline
- 2025-12-102025-09-10
- Going-concern doubt
- statednot stated
SpacBrain reads this as 91 days earlier than the previous record.
The clause …“15, 2025, and amending additional notes to extend their maturity dates to September 10, 2025. In connection with the Agreement, the Company agreed to issue 521 shares of common stock after giving effect to the Reverse Splits as”…
SpacBrain reads this as the substantial-doubt sentence is in the previous filing and not in this one.
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: Aspire Biopharma Holdings, Inc. (successor to SPAC PowerUp Acquisition Corp) called a special meeting for June 9, 2026 at 10:00 a.m. ET, held in person at 4626 N 300 W, Suite 350, Provo, Utah, record date April 13, 2026. The warrant issuance proposal asks stockholders to approve issuance of common stock on exercise of warrants, including all warrant shares in excess of 19.99% of the common stock outstanding on April 22, 2026, at an aggregate exercise price of $0.00001 per warrant share, covering 2,346,531 shares subject to adjustment for splits and similar transactions. Why it matters: An exercise price of $0.00001 per share means these are effectively free shares: the holder pays nothing meaningful and existing stockholders absorb the entire issuance. Because the request expressly covers the portion above 19.99% of shares outstanding, the dilution is designed to exceed the Nasdaq threshold that normally requires a separate vote. The warrant terms also impose cash liquidated damages on the company for every $1,000 of undelivered warrant shares if it misses the delivery date, a penalty that falls on the same shareholders being diluted.
- What changed vs 2025-04-07deadline 2025-02-17 → 2025-09-10
combination deadline, trust account, going-concern doubt1 moved · 2 with no prior record of ours
- Combination deadline
- 2025-02-172025-09-10
- Trust account
- $19.9Mnot matched in this filing
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as 205 days later than the previous record.
The clause …“Agreement Loans), the note was amended to extend the maturity date to September 10, 2025. In August 2025, the note balance was fully repaid. For the years ended December 31, 2025 and 2024, total amortized debt discount of $”…
The clause …“As a result of the above, in connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 205-40, “Going”…
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: Aspire Biopharma Holdings, Inc., the successor to PowerUp Acquisition Corp., called a special meeting for 10:00 A.M. Eastern Time on April 10, 2026, held in person at 4626 N 300 W, Suite 350, Provo, Utah, record date February 11, 2026. Proposals include a reverse stock split, a Series A Preferred Issuance Proposal under Nasdaq Rule 5635(d)(1)(A), and approval under Nasdaq Rule 5635(d) to issue 19.99% or more of outstanding common stock under an ELOC Agreement with Arena Business Solutions Global SPC II, Ltd. dated November 11, 2025. Why it matters: An equity line of credit combined with a preferred issuance and a reverse split is the full distressed-financing package: the ELOC lets Arena buy newly issued shares on demand, typically at a discount, and the split resets the price so that facility has room to run. Holders approving all three authorize open-ended dilution against a stock already below the $1.00 Nasdaq threshold. The PowerUp trust was released at the de-SPAC and offers no floor.
outside date1 moved
- Outside date
- 2025-08-172026-01-31
SpacBrain reads this as 167 days later than the previous record.
The clause …“determines to submit pursuant to the terms of this Agreement by no later than January 31, 2026 (the “ Outside Date ”), provided, however, that the Outside Date is subject to reasonable extension in the event that any Exchange Shares are”…
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.
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.