RDAG SEC filings, in plain English
Everything Republic Digital Acquisition Co has filed with the SEC that we hold — 40 filings, newest first, 39 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 Schedule 13G/A beneficial ownership report filed to update public disclosure of equity holdings. The provided excerpt identifies only the filing classification, SEC document identifier (0001905106-26-000144), and reporting holder (Meteora Capital, LLC). It contains no amended share quantities, percentage ownership adjustments, transaction dates, or change-in-control assertions. Because a 13G/A is legally required to detail any material alteration in a reporting party’s stake, no specific change in beneficial ownership can be verified from the supplied text. Why it matters: This routine compliance exhibit tracks institutional positioning during Republic Digital Acquisition Co’s target-search period. Since the excerpt discloses no numerical shifts in Meteora Capital, LLC’s position, it provides no actionable intelligence regarding the 2027-05-02 redemption deadline, $10.45 trust account maintenance, extension voting mechanics, merger negotiation status, or sponsor conduct. The document also contains no assertions regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel.
What changed: Amended Schedule 13G beneficial ownership report. This filing serves as an amended Schedule 13G beneficial ownership report listing Saba Capital Management, L.P., Boaz R. Weinstein, and Saba Capital Management GP, LLC as joint reporting persons. Mechanically, the amendment does not modify RDAG’s $10.45 trust per share, the 2027-05-02 business combination deadline, redemption election procedures, extension triggers, or any sponsor governance provisions. Because the excerpt omits numerical disclosures, the exact increase or decrease in shares, percentage ownership, or sole/shared voting and dispositive power cannot be verified. As the filer states, the entities maintain their reportable position, but without disclosed volume or price data, the filing functions purely as a regulatory update rather than a structural or liquidity event. Why it matters: For investors tracking redemption pressure, trust preservation, or sponsorship behavior, the filing confirms continued institutional presence during RDAG’s SEARCHING phase. Attribution: The reporting persons themselves identify the submission as a beneficial ownership update. The document contains no claims regarding target customers, revenue models, market sizing, acquisition strategy, proprietary technology, partnership pipelines, litigation exposures, or personnel appointments. Consequently, while Saba Capital’s sustained reporting footprint warrants monitoring for subsequent 13D revisions or proxy filings that could precede a merger announcement, no immediate mechanical impact on shareholder liquidity, trust accounting, or deadline extensions is established here. Confidence: 0.85
What changed: Quarterly report on Form 10-Q for the period ended June 30, 2026 (unaudited), filed by Republic Digital Acquisition Company, a Cayman Islands blank-check SPAC in the searching phase. Trust per-share redemption value increased from $10.27 at December 31, 2025 to $10.45 at June 30, 2026, driven by $5.46 million of interest earned on trust investments. Cash held outside trust declined from $1,016,713 to $735,027. Net income for the six months was $5.21 million, all from trust earnings. No business combination was announced, no extension was sought, and no changes were made to the sponsor's lock-up or redemption waiver provisions. The company reaffirmed its May 2, 2027 deadline and disclosed substantial doubt about its ability to continue as a going concern if no deal is completed by then. Why it matters: For investors tracking the redemption calendar, the trust value per share continues to accrete, but the deadline is fixed at May 2, 2027. The company remains in the searching phase with no announced target. The cash burn rate (approximately $0.28 million in six months) is modest and does not threaten working capital. The going concern qualification is standard for a pre-deal SPAC and does not signal any new risk. No sponsor conduct changes or redemptions occurred.
What changed vs 2026-05-13trust $310.8M → $313.5M +1%deadline 2027-05-01 → 2027-05-02trust account, combination deadline, sponsor loans outstanding +32 moved · 4 with no prior record of ours
- Trust account
- $310.8M$313.5M
- Combination deadline
- 2027-05-012027-05-02
- Sponsor loans outstanding
- not previously extracted$294K
- Going-concern doubt
- stated · unchanged
- Mandate language
- we are focusing our search on industries that complement our… · unchanged
- Redeemable shares
- 30.0M · unchanged
SpacBrain reads this as $2,750,691 was added to the trust between the two filings.
The clause …“assets 852,806 1,115,369 Long-term prepaid insurance ― 25,369 Investments held in Trust Account 313,513,205 308,053,817 Total Assets $ 314,366,011 $ 309,194,555 Liabilities, Class A Ordinary Shares Subject to Possible Redemption,”…
SpacBrain reads this as 1 days later than the previous record.
The clause …“of the Public Shares if the Company is unable to complete the initial Business Combination by May 2, 2027 (24 months from the closing of the Initial Public Offering) or by such earlier liquidation date as the Company’s board of”…
The clause …“Placement Warrant purchase by the Sponsor. As discussed below, the Company owed the Sponsor $ 294,256 under the IPO Promissory Note. The Sponsor paid the net amount of $ 1,705,745 it owed to the Company on May 5, 2025. IPO Promissory”…
The clause …“financial statements. In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC Topic 205-40, “Presentation of Financial Statements - Going Concern,” management has determined that”…
The clause …“500,000,000 shares authorized; no shares issued or outstanding (excluding 30,000,000 shares subject to possible redemption) as of June 30, 2026 and December 31, 2025 — — Class B Ordinary Shares, $ 0.0001 par value; 50,000,000 shares”…
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, classified as a routine compliance exhibit and amended beneficial ownership report. Per the filing, Meteora Capital, LLC registers its ongoing beneficial ownership stake in Republic Digital Acquisition Co. Concerning the tracked mechanics, the document does not modify the 2027-05-02 deadline, does not revise the $10.45 per share trust value, does not seek or deny any extension, reports no advancement toward a business combination, and offers no assessment of sponsor conduct. The only substantive addition is the administrative update of the holder’s disclosure obligation. Why it matters: Investors tracking liquidity windows and capital preservation parameters should note that this regulatory update leaves the exit framework intact; the $10.45 trust/share level and the 2027-05-02 timeline remain legally operative, meaning shareholder redemption elections and target-search duration are governed by the existing terms rather than any amendment introduced here.
What changed: Schedule 13G/A amended beneficial ownership report. The filing lists Saba Capital Management, L.P., Boaz R. Weinstein, and Saba Capital Management GP, LLC as reporting entities submitting an amendment to a previously filed Schedule 13G. The excerpt contains no revised share quantities, ownership percentages, acquisition dates, or transaction purposes. It only confirms the amendment was lodged on 2026-05-15 under SEC accession number 0001062993-26-002754. Why it matters: In SPAC structures operating under a search mandate, amendments to Schedule 13G filings frequently mark changes in institutional block size, voting alignment, or activist intent ahead of redemption deadlines, extension votes, or special meeting ballots. Because the excerpt omits the mandatory tabular data and purpose-of-transaction statements required by SEC rules, no conclusions can be drawn about how these holders intend to exercise redemption rights, support or oppose proposed business combinations, or pressure management regarding trust preservation or extension mechanisms. The document contains zero claims about target customers, revenue streams, market sizing, strategic positioning, technology, partnerships, litigation, or executive appointments. Without the complete filing, the amendment’s practical effect on capital structure mechanics or sponsor conduct remains unverified.
What changed: Joint Filing Agreement attached to a Schedule 13G/A beneficial ownership report. The filing bears no direct impact on RDAG’s redemption calendar, trust account mechanics, extension provisions, business combination trajectory, or sponsor conduct. It functions exclusively as an administrative directive permitting eight Harraden Circle-related funds/vehicles and individual Frederick V. Fortmiller, Jr. to submit a consolidated Schedule 13G/A under Rule 13d-1(k), with Mr. Fortmiller executing on behalf of the listed entities as Managing Member. No executive statements, customer claims, market projections, financial targets, or operational disclosures are attributed to any speaker, as the text contains only administrative compliance language and entity listings. Why it matters: For trackers of the SEARCHING status and 2027-05-02 liquidation trigger, this exhibit confirms continued regulatory compliance by the Harraden Circle block but supplies no intelligence on deal sourcing velocity, target due diligence milestones, potential anchor investments, or sponsor reputation dynamics. The absence of amendment schedules, share-count variations, or contractual contingencies means trust value preservation assumptions and redemption pressure models require no revision until substantive operational filings emerge.
What changed: Quarterly report on Form 10-Q for period ended March 31, 2026. None. The trust value per share grew from $10.27 to $10.36, but the accretion of the redemption value (increase from $308,053,817 to $310,762,514) is a routine quarterly remeasurement of the Class A Ordinary Shares subject to possible redemption to equal the trust balance. The trust balance increased due to $2,708,697 in earnings. No extensions were filed, no deadline changed (still May 1, 2027), no deal was announced, no tenders or redemptions occurred. No working capital loans were drawn. No material changes to risk factors, legal proceedings, or internal controls. Why it matters: This is a clean, placeholder 10-Q from a pre-deal SPAC. The only financial substance is the interest earned on the trust ($2.7M), confirming the trust continues to generate returns. The filing confirms the sponsor has not exercised its ability to seek an extension and no business combination agreement has been reached with roughly 12 months left in the Combination Period. The company specifically discloses it is focusing on fintech, software, and cryptocurrency targets. It also notes a going concern risk if no deal closes by May 1, 2027.
What changed vs 2025-11-14trust $305.1M → $310.8M +2%going concern APPEAREDtrust account, going-concern doubt, combination deadline +22 moved · 3 with no prior record of ours
- Trust account
- $305.1M$310.8M
- Going-concern doubt
- not statedstated
- Combination deadline
- 2027-05-01 · unchanged
- Mandate language
- we are focusing our search on industries that complement our… · unchanged
- Redeemable shares
- 30.0M · unchanged
SpacBrain reads this as $5,652,031 was added to the trust between the two filings.
The clause …“1,010,646 1,115,369 Long-term prepaid insurance 6,182 25,369 Investments held in Trust Account 310,762,514 308,053,817 Total Assets $ 311,779,342 $ 309,194,555 Liabilities, Class A Ordinary Shares Subject to Possible Redemption,”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“financial statements. In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC Topic 205-40, “Presentation of Financial Statements - Going Concern”, management has determined that”…
The clause …“of the Public Shares if the Company is unable to complete the initial Business Combination by May 1, 2027 (24 months from the closing of the Initial Public Offering) or by such earlier liquidation date as the Company’s board of”…
The clause …“500,000,000 shares authorized; no shares issued or outstanding (excluding 30,000,000 shares subject to possible redemption) as of March 31, 2026 and December 31, 2025 — — Class B Ordinary Shares, $ 0.0001 par value; 50,000,000”…
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: Annual Report (Form 10-K) for fiscal year ended December 31, 2025. First annual report since IPO; trust account holds $308.1M ($10.27/share); net income of $7.7M from interest; sponsor no longer affiliated with OpenDeal Inc./Republic, now majority-owned by Feynman Point Asset Management; still searching for acquisition target; deadline May 1, 2027 Why it matters: Provides baseline financial health of the SPAC, confirms trust value above $10.00, discloses sponsor change and business strategy focus on fintech/software/crypto, and outlines redemption mechanics and risks
What changed: A Schedule 13G/A amendment, formally classified as a beneficial ownership report filed under SEC access number 0001905106-26-000049, submitted by Meteora Capital, LLC. The filing text reports no alteration to Republic Digital Acquisition Co’s redemption deadline of 2027-05-02, trust value of $10.45 per share, extension proposals, business combination progress, or sponsor conduct. Meteora Capital, LLC’s submission contains no new transaction dates, share quantity disclosures, or purpose statements that would shift the SPAC’s mechanical timelines or cash reserve floor. Why it matters: For investors tracking liquidation windows, trust preservation, and sponsor behavior, this routine compliance filing confirms Meteora Capital, LLC remains a reported shareholder but introduces zero commercial claims, customer metrics, revenue estimates, market sizing, technology roadmaps, strategic partnerships, litigation exposure, or executive changes. Absent additional schedule language, the $10.45 trust baseline and 2027-05-02 deadline proceed unmodified, and any future tactical shifts regarding redemptions or extensions must originate from subsequent disclosures by the same holder.
What changed: Joint Filing Agreement Exhibit 99.1 attached to a Schedule 13G/A amendment reporting beneficial ownership by MMCAP International Inc. SPC and MM Asset Management Inc. MMC Capital International Inc. SPC and MM Asset Management Inc., through signatories Ulla Vestergaard (Director) and Hillel Meltz (President), acknowledged via a February 12, 2026 signature block that they will file this Schedule 13G/A and all future amendments jointly. Each entity expressly accepted independent responsibility for the completeness and accuracy of their own reported information, except where they know or have reason to believe otherwise. The excerpt does not disclose the amended ownership percentages, aggregate share counts, acquisition dates, or investment purpose that typically accompany the 13G/A body, nor does it reference RDAG’s trust balance of $10.45 per share, the 2027-05-02 redemption deadline, or any sponsor conduct or extension maneuvers. Why it matters: Beyond confirming coordinated institutional filing logistics, this administrative attachment bears no measurable impact on RDAG’s SEARCH status, capital structure, or shareholder redemption calculus. Because the joint filing agreement contains no statements regarding intended corporate actions, board representation requests, merger pipeline developments, or liquidity strategies, it neither accelerates nor delays the May 2, 2027 deadline, alters the $10.45 trust baseline, or signals directional shareholder voting behavior. Investors relying solely on this exhibit cannot infer changes in trust account composition, target negotiation progress, or sponsor governance without reviewing the primary 13G/A disclosure pages that precede Exhibit 99.1.
What changed: A Schedule 13G/A Joint Filing Agreement (Exhibit A) executed by multiple Harraden Circle-affiliated investment vehicles and their managing member, Frederick V. Fortmiller, Jr., to consolidate their beneficial ownership reporting for Republic Digital Acquisition Company shares under Rule 13d-1(k). No operational or financial mechanics have changed. The document contains no updates to the redemption calendar, trust composition, extension parameters, or deal progression timeline. The Harraden Circle signatories assert that their affiliated funds and principals will now report their RDAG holdings as a single beneficial owner group, with zero indication of altered share accumulation, tender behavior, or sponsor actions impacting shareholder return windows. Why it matters: This procedural consolidation matters because it confirms Harraden Circle channels all voting rights and potential acquisition leverage for its RDAG positions through a single regulatory umbrella, concentrating institutional monitoring without expanding disclosed position size. Attributed entirely to the Harraden Circle entities and Mr. Fortmiller, the document offers no substantive claims regarding customer engagements, revenue metrics, addressable markets, product roadmaps, commercial partnerships, pending litigation, or executive appointments. It contains no numerical disclosures beyond the execution date and functions strictly as a procedural wrapper for existing regulatory filings.
What changed: Schedule 13G/A — an amendment to a beneficial ownership report filed by Saba Capital Management, L.P., Boaz R. Weinstein, and Saba Capital Management GP, LLC. The provided excerpt lists only the reporting persons and contains no share quantities, ownership percentages, acquisition dates, or amendment language. Accordingly, no changes to the redemption calendar, trust account balance, extension motions, target search milestones, or sponsor governance actions are disclosed in this text. Why it matters: Filing a 13G/A signals that a reporting entity has updated its regulatory disclosure requirements, which can indicate institutional review that may subsequently affect whether public shareholders redeem shares before the May 2027 deadline, demand an extension, or challenge sponsor conduct. The excerpt contains no operational claims, customer metrics, revenue figures, market size estimates, strategic disclosures, technology descriptions, partnership announcements, litigation matters, or personnel changes; the only assertion is that the listed Saba affiliates maintain beneficial ownership requiring this filing update. Without the amended share count, purpose statement, or transaction intent from the full 13G/A, the immediate impact on deal velocity or trust preservation remains unquantified from this snippet.
What changed: Amended Schedule 13G beneficial ownership report identifying Saba Capital Management, L.P., Boaz R. Weinstein, and Saba Capital Management GP, LLC as the reporting holders. The excerpt provides only the filing designation, SEC accession identifier, and a list of three related holding entities. It excludes all mandatory Schedule 13G(A) line items, including aggregate shares beneficially owned, percentage of the outstanding class, date of the latest transaction, and nature of acquisition or disposition. No quantifiable change in position, control threshold, or voting/investment intent is documented. Why it matters: In SPAC vehicles, amended 13G submissions frequently precede merger negotiations, public offering subscriptions, or redemption deadline windows. Without the omitted share counts and effective dates required to anchor the filing to the search period, trust distribution schedule, extension voting mechanics, or sponsor behavior, this excerpt does not confirm any actionable shift in capital positioning or corporate governance pressure.(flagged for human review)
What changed: A Form 3 initial statement of beneficial ownership, classified as a routine compliance exhibit. The filing explicitly reports no non-derivative transactions or holdings for Chief Financial Officer Robert Joseph Urgo. There is no movement in insider equity, capital commitment, or governance registration relative to prior disclosures. Why it matters: This routine submission does not alter the SPAC’s redemption deadline of 2027-05-02, leave the documented trust value per share at $10.45 unadjusted, signal an extension vote, advance or stall a business combination, or reflect shifts in sponsor conduct. The document contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or further personnel developments; it solely registers the CFO’s SEC disclosure obligation with zero transacted or held shares attributed to him in this filing.
What changed: A Schedule 13G beneficial ownership report filed by Meteora Capital, LLC. The filing registers Meteora Capital, LLC as the reporting shareholder. It contains no data or updates concerning redemption timelines, trust balances, extension procedures, target acquisition progress, or sponsor conduct. Why it matters: As a routine statutory disclosure, Meteora Capital, LLC’s report introduces no mechanical changes to RDAG’s capital structure, timeline, or governance. The filing makes no assertions regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Because the document provides neither operational metrics nor contractual shifts, it carries no material impact on investors tracking the SPAC’s search phase.
What changed: 10-Q (Quarterly Report) for the period ended September 30, 2025, filed by Republic Digital Acquisition Co., a blank-check company searching for a business combination target. Trust value per share stood at $10.17 as of September 30, 2025 ($305.1 million total). The Combination Period deadline remains May 1, 2027. No target has been identified. Subsequent to quarter-end: CFO Jon Knipper resigned (effective October 24, 2025) and was replaced by Robert Urgo; Republic ceased affiliation with Republic Digital LLC, causing several officers (including CEO Joseph Naggar) to lose their affiliation with Republic; Barry Finkelstein was removed from the Audit and Compensation Committees due to loss of independence, replaced by Andrew Durgee. No working capital loans were outstanding, and no material litigation is reported. Why it matters: The trust value per share ($10.17) is slightly below the user's reference of $10.45, indicating a small gap. The management team and sponsor affiliation have undergone significant changes, which could affect deal execution and investor confidence. The lack of a target and the 24-month deadline (May 2027) are standard but the recent personnel shifts may signal strategic repositioning. The $1.08 million cash outside trust provides limited runway for operations.
What changed vs 2025-08-14trust $302.0M → $305.1M +1%trust account, combination deadline, mandate language +11 moved · 3 with no prior record of ours
- Trust account
- $302.0M$305.1M
- Combination deadline
- not previously extracted2027-05-01
- Mandate language
- not previously extractedwe are focusing our search on industries that complement our…
- Redeemable shares
- 30.0M · unchanged
SpacBrain reads this as $3,154,678 was added to the trust between the two filings.
The clause “15 Total current asset 1,199,034 Long-term prepaid insurance 44,982 Investments held in Trust Account 305,110,483 Total Assets $ 306,354,499 Liabilities, Class A Ordinary Shares Subject to Possible Redemption, and Shareholders’ Deficit”…
The clause …“of the Public Shares if the Company is unable to complete the initial Business Combination by May 1, 2027 (24 months from the closing of the Initial Public Offering) or by such earlier liquidation date as the Company’s board of”…
The clause …“500,000,000 shares authorized; no shares issued or outstanding (excluding 30,000,000 shares subject to possible redemption) — Class B Ordinary Shares, $ 0.0001 par value; 50,000,000 shares authorized; 7,500,000 shares issued and”…
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: Joint Filing Agreement (Exhibit A to a Schedule 13G/A amendment), executed by eight Harraden Circle-affiliated investment vehicles and individual principal Frederick V. Fortmiller, Jr., consenting to submit consolidated beneficial ownership reports regarding Republic Digital Acquisition Company shares under Securities and Exchange Commission Rule 13d-1(k). The undersigned parties agreed to process a unified Schedule 13G and all future amendments, including potential Schedule 13D filings, on each other’s behalf. The filing discloses no adjustments to aggregate beneficial ownership thresholds, trust account capitalization, redemption submission windows, business combination extensions, target identification progress, or sponsor fiduciary conduct. Why it matters: Signed by Mr. Fortmiller in his Managing Member capacity across the listed entities on November 14, 2025, this exhibit functions exclusively as a procedural compliance instrument. It carries no operative weight on the SPAC’s liquidity mechanics, target search timeline, or warrant structures. The text attributes no statements regarding client contracts, recurring revenue, market sizing, software architecture, channel partnerships, regulatory exposure, or executive turnover to any officer, board member, or institutional holder.
What changed: Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025 — Republic Digital Acquisition Co.'s first post-IPO periodic report. The company consummated its $300,000,000 IPO on May 2, 2025, deposited $300,000,000 in the trust account, and reported trust investments of $301,955,805 as of June 30, 2025, with Class A Ordinary Shares subject to possible redemption carried at $10.07 per share. Management states no specific business combination target has been selected and no substantive discussions with any target have occurred. Class A shares and warrants began separate trading on Nasdaq on June 23, 2025. The report also notes $1,093,350 cash outside trust, a $1,160,219 working capital surplus, repayment of the sponsor IPO promissory note, and no working capital loans outstanding. Why it matters: This establishes RDAG's clean, pre-deal financial baseline and confirms it remains in 'searching' status with no target yet identified, no deal agreement, and no extension vote pending. It also sets the trust redemption value behind the public shares at $10.07 per share as of June 30, 2025, and confirms sponsor/insider redemption waivers and the roughly 24-month combination period running to May 1, 2027.
trust account, redeemable sharesnothing moved · 2 with no prior record of ours
- Trust account
- not previously extracted$302.0M
- Redeemable shares
- not previously extracted30.0M
The clause “54 Total current asset 1,235,404 Long-term prepaid insurance 64,595 Investments held in Trust Account 301,955,805 Total Assets $ 303,255,804 Liabilities, Class A Ordinary Shares Subject to Possible Redemption, and Shareholders’ Deficit”…
The clause …“500,000,000 shares authorized; no shares issued or outstanding (excluding 30,000,000 shares subject to possible redemption) — Class B ordinary shares, $ 0.0001 par value; 50,000,000 shares authorized; 7,500,000 shares issued and”…
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: Amended Schedule 13G beneficial ownership report listing Saba Capital Management, L.P., Boaz R. Weinstein, and Saba Capital Management GP, LLC as the reporting persons. The excerpt provides only the filing classification, Edgar accession number, and holder identities. It contains no disclosure of revised share quantities, acquisition dates, purchase prices, or stated investment purposes. Accordingly, it addresses neither trust retention, redemption scheduling, extension voting, deal progression, nor sponsor conduct. Why it matters: Because the amendment omits the actual adjusted ownership percentages and effective date ranges, it does not modify RDAG’s financial timeline, voting weight distribution, or liquidation mechanics. The identified affiliates confirm active institutional monitoring during the search period, but any strategic implications for the SPAC remain undetermined until the complete submission delivers the revised metrics and intent declarations.
What changed: Joint Filing Agreement attached to a Schedule 13G/A beneficial ownership report for Republic Digital Acquisition Company. As stated in the exhibit dated August 14, 2025, Harraden Circle Investments, LLC; Harraden Circle Investors GP, LP; Harraden Circle Investors GP, LLC; Harraden Circle Investors, LP; Harraden Circle Special Opportunities, LP; Harraden Circle Strategic Investments, LP; Frederick V. Fortmiller, Jr.; and Harraden Circle Concentrated, LP agreed to consolidate their regulatory filings under Rule 13d-1(k). The document contains no share counts, percentage thresholds, or transaction prices. Regarding SPAC mechanics—including trust account status, redemption deadlines, extension procedures, merger timeline, or sponsor actions—the filing makes no reference to these components and does not modify them. Why it matters: For investors monitoring redemption windows, trust preservation, deal acceleration, or sponsor conduct, this submission is purely administrative. The signatories asserted only that affiliated vehicles would share a single disclosure pipeline. The text discloses no metrics on customer bases, revenue recognition, total addressable markets, commercial roadmaps, technical infrastructure, partnership frameworks, legal exposures, or leadership shifts beyond standard managerial titles. Because it introduces no operational updates, capital structure adjustments, or target acquisition milestones, it carries no weight for evaluating the SPAC’s redemption trajectory, trust funding, or business combination prospects.
What changed: routine compliance exhibit (SEC Schedule 13G/A amendment reporting beneficial ownership). The filing identifies two holding entities—MMCAPP International Inc. SPC and MM Asset Management Inc.—but discloses no share quantities, purchase dates, percentage thresholds, or cost basis. It contains no references to the per-share trust valuation, the business combination deadline, redemption election mechanics, trust account interest accruals, extension voting schedules, merger target identification, or sponsor fiduciary actions. Why it matters: As a standard ownership registry update, the document does not shift liquidity parameters, modify investor exit timing, impact trust solvency projections, or signal movement toward a de-SPAC transaction. With no disclosed trading volumes, price bands, or activist stances, it provides no actionable intelligence for capital deployment modeling, financing triggers, or sponsor accountability reviews. The excerpt additionally omits any statements regarding enterprise clients, contracted revenue streams, addressable market sizing, proprietary technology roadmaps, strategic partnership frameworks, executive succession plans, or ongoing litigation.
What changed: A Form 8-K current report containing a press release regarding the post-IPO structural unwinding of trading units. The filing reports that commencing June 23, 2025, holders of the Company’s initial public offering units may elect to separate them into individually traded Class A ordinary shares (Nasdaq symbol RDAG) and whole warrants (Nasdaq symbol RDAGW), while unseparated units will continue trading as RDAGU. According to the attached press release, each whole warrant entitles the holder to purchase one Class A ordinary share for $11.50 per share, and no fractional warrants will be issued. The press release further states that the Company’s management expects to focus its initial business combination efforts on targets in the fintech, software, and cryptocurrency industries. The report was signed by Chief Executive Officer Joseph Naggar. Why it matters: This announcement is a standard procedural update that increases market liquidity but does not impact the trust account balance, alter the established redemption calendar, signal deal progress, or indicate changes in sponsor conduct. Shareholders monitoring redemption windows or trust valuations can disregard this filing for timing purposes, as it purely governs share and warrant settlement mechanics with transfer agent Continental Stock Transfer & Trust Company.
What changed: Quarterly report (Form 10-Q) covering the period from inception (January 23, 2025) through March 31, 2025. This is the first periodic filing for this SPAC, which was formed on January 23, 2025. The IPO was consummated after the quarter, on May 2, 2025. The filing is a pre-IPO stub period showing only formation and offering costs. At quarter-end, the trust was not yet funded, the SPAC had no cash ($0) and a working capital deficit of $276,855. The trust was funded post-quarter with $300,000,000 ($10.00 per unit) on May 2, 2025. The filing discloses the IPO terms, the 24-month completion window (deadline May 1, 2027), sponsor founder share structure with a 1-year lock-up, and that no target discussions had occurred. Why it matters: This establishes the baseline for the SPAC's trust value ($10.45 per the data provided from the user, but the filing itself states $10.00 per unit at IPO), the deadline for a business combination (May 1, 2027), and confirms management has not yet engaged with any target. The filing includes standard related-party transactions (sponsor note, founder shares) and risk factors related to the 2024 SPAC rules and Investment Company Act compliance.
What changed: SEC Form 8-K current report covering Item 5.02 regarding the resignation of the chief financial officer and a vice president, and the concurrent appointment of a successor chief financial officer. According to the 2025-05-30 report filed on 2025-06-04, Ian Goodman notified the board of his resignation as chief financial officer, and Dimitrios Selekos notified the board of his resignation as vice president, each effective 2025-06-15. The board simultaneously appointed Jonathan Knipper, age 39, as the new chief financial officer effective 2025-06-15. The filing discloses that Mr. Knipper has served as the company’s chief operating officer since January 2025 and previously led the Republic Digital markets and blockchain infrastructure team since August 2021. His prior background includes managing the RxR Opportunities Fund from July 2023 to June 2024, co-founding TLDR between 2016 and December 2019, and focusing on FX and interest rate derivatives at Goldman Sachs and Morgan Stanley from 2010 to 2016. The board confirmed no compensatory arrangements exist for his selection, and no family relationships or material related-party transactions apply under Regulation S-K Item 404(a). The cover sheet metadata lists whole warrants exercisable at $11.50 per share. The document makes no amendments to the 2027-05-02 termination deadline, does not update trust balance mechanics, and does not announce a merger target or asset purchase. Why it matters: The executive transition preserves operational continuity without altering the redemption calendar or triggering shareholder votes, leaving the May 2, 2027 liquidation horizon and standard trust distribution framework intact for investors monitoring cash-out windows. By promoting from within rather than conducting an external search for financial leadership, the board maintains control over capital deployment timelines and reduces execution drag ahead of the expiration date. The explicit attestation of standard appointment terms and clean related-party disclosures, signed by Chief Executive Officer Joseph Naggar on 2025-06-04, signals disciplined sponsor governance during the active search phase, suggesting that remaining capital and trust resources are being preserved while management prepares for a potential business combination.
What changed: A Form 8-K Current Report in which Republic Digital Acquisition Company discloses the consummation of its Initial Public Offering on May 2, 2025, accompanied by an audited balance sheet and comprehensive financial statement notes. Per the Company’s filing, the offering closed with 30,000,000 Units sold at $10.00 each for $300,000,000 in gross proceeds, alongside a private placement of 7,280,000 warrants for $7,280,000. The filing deposits $300,000,000 into a trust account maintained by Continental Stock Transfer & Trust Company, explicitly valuing it at $10.00 per Unit. The underwriters partially exercised their over-allotment option for 3,600,000 Units, leaving the Sponsor with 7,500,000 Class B ordinary shares after forfeiture adjustments. The Notes to Financial Statements disclose that total transaction costs reached $18,629,500, broken down into $5,280,000 in cash underwriting discounts and $12,720,000 in deferred underwriting fees payable upon business combination completion. As disclosed in Note 9, the Sponsor wired $1,705,744 on May 5, 2025, settling a $2,000,000 receivable that was offset by a $294,256 promissory note, which the Company immediately repaid. Total assets on the audited balance sheet stand at $302,000,000 against an accumulated deficit of $(11,429,665). Why it matters: This filing establishes the operational and financial baseline for all subsequent redemption and liquidation mechanics. The Company explicitly states it has not selected a target, has not engaged in substantive discussions with any potential acquisition candidate, and will generate non-operating interest income rather than operating revenues until a business combination closes. Shareholders retain redemption rights tied to the trust value: if the Company cannot complete a combination within the 24-month Completion Window ending May 2, 2027, or if it amends its charter to modify redemption timing, public shares may be redeemed for cash equal to the aggregate trust deposit plus interest (less taxes payable). The Sponsor, officers, and directors executed a letter agreement waiving redemption rights for founder shares, pledging to vote them in favor of an initial business combination, and accepting liability to restore trust funds to the lesser of $10.00 per share or the actual net amount if third-party claims or market reductions deplete the account. Warrants carry a $11.50 exercise price, cannot be exercised until 30 days after business combination completion, expire five years post-combination, and include a mandatory redemption trigger if the closing share price equals or exceeds $18.00 for 20 of 30 trading days. Additional structuring notes confirm up to $1,500,000 in future working capital loans may convert to private placement warrants at $1.00 each, while Cantor Fitzgerald’s private warrants are restricted from exercise beyond five years from offering commencement under FINRA Rule 5110(g)(8). Chief Executive Officer Joseph Naggar signed the report, and WithumSmith+Brown, PC issued the audit opinion on May 8, 2025.
What changed: A Schedule 13G Joint Filing Agreement (Exhibit 99.A) executed by seven related parties—Harraden Circle Investments, LLC; Harraden Circle Investors GP, LP; Harraden Circle Investors GP, LLC; Harraden Circle Investors, LP; Harraden Circle Special Opportunities, LP; Harraden Circle Strategic Investments, LP; and Frederick V. Fortmiller, Jr.—to submit a consolidated beneficial ownership report for Republic Digital Acquisition Company shares under Rule 13d-1(k). According to the joint filing agreement dated May 7, 2025, the Harraden Circle vehicles and Mr. Fortmiller authorized a single 13G submission. The submitted text discloses no share quantities, acquisition dates, purchase prices, percentages, or voting intent. Consequently, it reports zero changes to the reported $10.45 trust per share, the 2027-05-02 deadline, redemption calculations, extension procedures, business combination progress, or sponsor governance. The filing consists solely of a procedural consent for aggregated SEC reporting, signed by Mr. Fortmiller as Managing Member for each entity. Why it matters: Because the excerpt omits the core Schedule 13G schedule—the exact number of shares beneficially owned and the timing or manner of acquisition—investors cannot determine whether the Harraden Circle pool or Mr. Fortmiller holds a reportable stake, intends to exercise redemption rights, or plans to vote for or against a de-SPAC transaction before the 2027-05-02 cutoff. Without ownership magnitude or funding source details, the filing neither confirms capital commitment nor alters the redemption timeline or trust distribution framework. The submission contains no assertions regarding customers, revenue, market conditions, technology, partnerships, litigation, or executive appointments; it is exclusively a joint-filing designation filed by the named Harraden entities and their managing member.
What changed: A Form 4 insider ownership report filed for Republic Digital Acquisition Co by Republic Sponsor 1 LLC and Republic Digital Cayman LLC. Nothing changed. The filing explicitly states that no non-derivative transactions or holdings were reported by either reporting person. Why it matters: According to the filing, each sponsor affiliate holds a 10% stake. Because the report documents zero trading activity, the sponsors have not adjusted their capital commitment or redemption exposure ahead of the 2027-05-02 deadline. For investors monitoring sponsor alignment and trust dynamics, this confirms a static insider position relative to the $10.45 trust per share, meaning any future combination target identification, extension votes, or redemption outcomes will be driven exclusively by public shareholder behavior rather than sponsor buybacks or dilutive adjustments.
What changed: A signature and acknowledgment exhibit attached to a Schedule 13G filing, executed by MMCAP International Inc. SPC and MM Asset Management Inc. The text reports no developments regarding redemption calendars, trust valuations, extension procedures, merger negotiations, or sponsor behavior. It exclusively addresses filing procedure, stating that subsequent amendments to the beneficial ownership report will be filed jointly without additional agreements and that each signatory bears individual responsibility for the timeliness, completeness, and accuracy of their own disclosures. Why it matters: As a procedural exhibit, it holds zero substantive operational, financial, or strategic content. No claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel are present. Investment significance depends entirely on the unprovided principal 13G pages, which would disclose the actual percentage of outstanding shares held, whether MMCAP’s position is passive or active, and the presence of any derivatives or compensation arrangements that could influence shareholder voting or redemption dynamics. By themselves, the signatures of Ulla Vestergaard (Director) and Hillel Meltz (President) confirm only administrative compliance, dated May 6, 2025, with SEC Rule 13d-1 filing requirements.
What changed: A Joint Filing Agreement pursuant to Rule 13d-1(k) attached to a Schedule 13G beneficial ownership report, executed by Saba Capital Management, L.P., Saba Capital Management GP, LLC, and Boaz R. Weinstein. This exhibit reports no updates to redemption deadlines, trust value, extension windows, deal progress, or sponsor conduct. The undersigned signatories acknowledge they will file the Schedule 13G jointly, accept shared responsibility for the timing and overall completeness of the statement, but maintain individual liability solely for information concerning themselves unless they know or have reason to believe another party's disclosures are inaccurate. The only date present is May 5, 2025. Why it matters: As a procedural signing exhibit, it discloses zero share counts, investment intent, voting plans, or redemption-related conditions. For investors tracking Republic Digital Acquisition Co., the filing signals that Saba Capital Management is coordinating its regulatory reporting posture, but material mechanics—such as aggregate position size, acquisition interest, or activist intent—will reside exclusively in the accompanying main Schedule 13G text (not included here). Until those figures appear, the document carries no weight for trust-value calculations, extension votes, or redemption pacing.
What changed: 8-K Current Report filed on May 2, 2025, reporting the closing of Republic Digital Acquisition Company's initial public offering (IPO) and related standard IPO agreements, board appointments, and charter amendments. The SPAC completed its IPO on May 1, 2025, selling 30,000,000 units (including 3,600,000 over-allotment) at $10.00 per unit, raising $300,000,000 in gross proceeds which were placed in a trust account ($10.00 per share). Simultaneously, a private placement of 7,280,000 warrants at $1.00 each raised $7,280,000, also deposited in trust. The board of directors was appointed with three classes, and the amended and restated memorandum and articles were filed. The SPAC now has 24 months from the closing (by May 2027) to complete a business combination. Why it matters: This filing establishes the initial trust value of $300,000,000 ($10.00 per share), the redemption mechanics, and the deadline for a business combination (24 months from May 1, 2025, i.e., May 2027). Investors should note the trust per-share amount as the baseline for future redemption calculations. The sponsor and underwriter purchased private warrants, aligning incentives. The SPAC is now searching for a target with a focus on fintech, software, and cryptocurrency industries. No specific target has been identified.
What changed: A Rule 424(b)(4) preliminary prospectus for an initial public offering of 26,400,000 units priced at $10.00 per unit, generating $264,000,000 in gross proceeds, concurrent with a simultaneous private placement of 7,280,000 warrants for $7,280,000. According to the filing, the company has not selected any business combination target and has initiated no substantive discussions. The prospectus establishes a 24-month completion window ending approximately May 2027, during which $264,000,000 will be held in a U.S.-based trust account administered by Continental Stock Transfer & Trust Company. Why it matters: Because the prospectus attributes all forward-looking strategic claims to the issuer’s management team, who intend to pursue fintech, software, and cryptocurrency targets utilizing the Republic Ecosystem—including the March 2024 acquisition of GoldenChain and operations through Republic Crowd-Invest—investors receive no independent verification of future pipeline viability. The filing documents director Robert Matza’s prior board service on FinServ Acquisition Corp., which merged with Katapult Holdings at $11.11 per share, and FinServ Acquisition Corp.
What changed: a routine compliance exhibit (SEC Form 3 – Initial Statement of Beneficial Ownership by an Insider). Per the filed text, Reporting Person Ian Goodman, Chief Financial Officer, reports no initial non-derivative transactions or holdings in Republic Digital Acquisition Co equity securities. No derivative positions are included in the statement. Why it matters: This statutory ownership disclosure carries no operational consequence for the redemption calendar, the stated trust value per share, any extension timeline, or deal-progression voting dynamics. Because the filing attributes zero disclosed equity to the CFO, there are no immediate insider-stake indicators to weigh against sponsor conduct or capital-commitment signals during the current searching phase. Any substantive shift in RDAG insider positioning would require a subsequent Form 4 amendment or a fresh Schedule 3 submission before influencing mechanistic investor assessments.
What changed: Form 8-A for registration of certain classes of securities pursuant to Section 12(b) of the Securities Exchange Act of 1934, filed to formally list Units, Class A ordinary shares, and redeemable warrants on The Nasdaq Stock Market LLC. This filing registers three security classes for Nasdaq trading without modifying any operational or structural parameters tracked by shareholders. It does not alter the redemption calendar, extend the business combination period, revalue the trust holding, identify a business combination target, or update sponsor conduct. The Registrant, acting through Chief Executive Officer Joseph Naggar, simply incorporates by reference the security descriptions from the Form S-1 originally filed on February 28, 2025 (File No. 333-285386) to confirm execution on April 30, 2025. Why it matters: Investors tracking the capital table see formal validation that Nasdaq will trade the registered units (each consisting of one Class A ordinary share and one-half of one redeemable warrant), Class A ordinary shares at a par value of $0.0001 per share, and warrants exercisable at an exercise price of $11.50. Because the 8-A is purely procedural, it does not advance the SEARCHING status, change the $10.45 trust/share balance, or affect the May 2, 2027 liquidation deadline stated in prior reports. The filing contains no claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Its sole practical impact is confirming listing clearance; all underlying deal timing, trust mechanics, and sponsor obligations remain governed by the earlier S-1 and the SPAC’s governing documents.
What changed: A routine compliance filing (Form S-1MEF) submitted pursuant to Rule 462(b) of the Securities Act of 1933, which automatically becomes effective upon filing to register additional securities referencing a previously declared effective S-1 registration statement. According to the registrant’s self-filed certification, the document registers an additional 5,060,000 units, each comprising one Class A ordinary share and one-half of one redeemable warrant to purchase a Class A ordinary share. Chief Executive Officer and Chief Investment Officer Joseph Naggar attests that the issuer instructed its bank to wire the required filing fee no later than May 1, 2025. The signature block records authorization by Joseph Naggar, Chief Financial Officer Ian Goodman, and Director Andrew Durgee. The filing expressly incorporates the Prior Registration Statement (File No. 333-285386) and contains no amendments to the stated trust value of $10.45 per share or the liquidation deadline of 2027-05-02. Why it matters: Because the registrant asserts the automatic registration of 5,060,000 additional units, the potential public float and warrant outstanding increase without modifying the existing redemption calendar, trust accounting mechanics, or liquidation deadline. The document provides no updates on business combination targets, merger agreements, extension ballots, or sponsor conduct commitments beyond standard officer attestations and counsel consents. As a capitalization adjustment under Rule 462(b), it confirms the offering pipeline remains active but discloses zero information regarding customer relationships, revenue projections, market size, technology roadmaps, partnership negotiations, or litigation.
What changed: Form 3 — insider ownership report (a routine compliance exhibit). The filing states that Vice President James Randolph Newman reported no non-derivative transactions or holdings as of 2025-04-30. This action carries no implication for the SPAC’s redemption calendar, trust account mechanics, extension voting, or target acquisition progress. It indicates zero insider equity movement, no change in sponsor conduct, and no pressure point for early liquidation or share conversion. Why it matters: Outside the standard filing header, the text contains no assertions about customer pipelines, revenue run-rates, total addressable markets, proprietary technology, partnership terms, legal disputes, or executive appointments. The only factual claim—that no non-derivative transactions or holdings were reported—originates directly from the Form 3 submission. Because the exhibit lacks valuation metrics, deal milestones, or governance triggers, it provides no directional signal for redemption timing or sponsor diligence, but does verify routine statutory disclosure compliance.
What changed: Routine compliance exhibit — SEC Form 3 insider ownership report. The filing identifies Joseph Naggar (director, CEO, Chief Investment Officer) as the reporting person but explicitly states 'No non-derivative transactions or holdings reported,' meaning zero shares or derivative instruments were logged in this submission. Why it matters: This does not shift the 2027-05-02 redemption deadline, alter the $10.45 per-share trust balance, or affect the SEARCHING phase timeline. Because no insider equity was recorded, there is no immediate impact on sponsor promote economics, dilution modeling, or redemption floor dynamics. The document contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel.
What changed: A Form 3 insider ownership report filed by director Andrew Durgee for Republic Digital Acquisition Co, disclosing no non-derivative transactions or holdings. Per the Form 3 submitted by director Andrew Durgee on the filing date of 2025-04-30, zero non-derivative securities were acquired, disposed of, or retained. This administrative Section 16 acknowledgment does not alter the SPAC’s SEARCHING status, its trust account per-share valuation, its redemption deadline, or any pending business combination timeline. No equity movement by directors, sponsors, or affiliates was recorded. Why it matters: According to the statement made by director Andrew Durgee in this filing, the explicit certification of no reported holdings establishes a regulatory baseline for insider transparency during a pre-combination search phase. For investors tracking sponsor conduct and shareholder alignment, this zero-balance disclosure signals whether directors currently hold common equity at risk or rely on unreported derivative instruments, founder warrants, or separate PIPE arrangements outside the non-derivative scope. Should the board later propose a trust extension or advance toward a target acquisition, this clean starting point will determine how insider capital participation scales relative to public redemptions, directly influencing dilution math and capital stack resilience. Until subsequent forms disclose warrant exercises, secondary purchases, or loan arrangements that fund subscription rights, this record functions as a procedural compliance marker rather than a strategic indicator.
What changed: Routine compliance exhibit: SEC Form 3 (initial statement of beneficial ownership) for Republic Digital Acquisition Co, identifying Vice President Gori Armaan as the reporting person. The filing states that Mr. Armaan has ‘No non-derivative transactions or holdings reported,’ establishing a baseline of zero equity exposure. No filings reference sponsor actions, underwriter commitments, target negotiations, extension proposals, or shareholder redemption windows. Why it matters: Because the vice president holds no shares, the report supplies neither a bullish nor bearish indicator for redemption pressure, trust value preservation, or acquisition urgency. Zero insider participation removes a typical governance lever that aligns management economics with public shareholders, meaning investors must rely solely on sponsor and promoter signals for timing extensions or deal progression. The document contains no commercial, financial, or technological assertions; it is strictly a structural ownership reset with no downstream impact on the redemption calendar or business combination trajectory.
What changed: Form 3 — Insider Ownership Report, formally classified as an initial statement of beneficial ownership of securities. According to the filing text, Vice President Selekos Dimitrios states he has 'No non-derivative transactions or holdings reported.' This establishes the executive's beneficial ownership record without adding or subtracting any registered or unregistered positions. Bearing on SPAC mechanics, this submission does not alter the redemption calendar, does not adjust the per-share trust amount, does not propose or confirm an extension, indicates no movement toward a business combination, and provides no signal of changed sponsor conduct or insider lockup behavior. Why it matters: Beyond identifying the reporting person and their title, the document contains no substantive claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Attributed solely to the SEC filing text, the report confirms continued structural neutrality during the searching phase. For investors tracking redemptions and capital commitments, the explicit notation of zero reported holdings and transactions demonstrates that management-side equity positioning remains at baseline, meaning no new alignment or dilution risks have emerged since the last relevant disclosure.
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.