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SORN SEC filings, in plain English

Everything Soren Acquisition has filed with the SEC that we hold — 28 filings, newest first, 26 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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New filings appear here within minutes of hitting EDGAR; summaries follow once the pipeline has read them.

  • What changed: Routine compliance exhibit consisting of two administrative Powers of Attorney executed by The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC to designate internal employees as authorized signatories for future SEC beneficial ownership reports under Rule 13f-1 and Regulation 13D/G. This Schedule 13G/A supersedes the Powers of Attorney Goldman Sachs granted on July 16, 2025. Management updated the roster of named Attorneys-in-Fact, removing Mariana Audeves Martinez and Asheesh Bajaj from the authorization list, and established new expiration windows running until July 8, 2027 (for The Goldman Sachs Group, Inc.) and July 2, 2027 (for Goldman Sachs & Co. LLC). Executive Scott Kilpatrick and Managing Director Carey Ziegler executed the instruments on July 8, 2026, and July 2, 2026, respectively, under New York law. Why it matters: The filing bears no consequence on Soren Acquisition’s SPAC mechanics. It contains no claims, targets, or commitments regarding redemption calendars, trust values, extension votes, acquisition progress, or sponsor conduct. As a procedural delegation tool filed by a passive beneficial holder solely to streamline regulatory filing execution, it does not advance deal pursuit, alter redemption eligibility, or signal sponsor intent. Regarding other substance, the document contains zero assertions about customers, revenue, market size, strategy, technology, partnerships, litigation, or operating personnel. The only substantive update is Goldman Sachs’ internal administrative refresh of its SEC reporting authority, which requires no action from Soren Acquisition shareholders or management and carries no operational or financial weight for SPAC investors.

  • What changed: Quarterly report (Form 10-Q) filed by Soren Acquisition Corp., a blank-check SPAC still searching for a business combination target. The filing provides unaudited financial statements for the quarter ended June 30, 2026. Trust account value increased to $257,247,023 ($10.17 per share) from $0 at IPO close, reflecting $4,247,023 of interest income. Cash outside trust declined to $1,798,910 from $0 at IPO, due to operating expenses of $528,393 for the six months. Working capital stands at $1,909,273. No business combination target has been selected, and no extension or amendment to the 24-month deadline (January 8, 2028) has been proposed. No working capital loans were outstanding. Sponsor promissory note was repaid in full at IPO. No insider trading arrangements were adopted or terminated during the quarter. Why it matters: The trust value per share ($10.17) is the baseline for potential redemptions in a future de-SPAC vote. The $1.8 million cash outside trust provides a modest runway for operations and due diligence. The 24-month deadline runs through January 2028, giving the sponsor ample time to identify a target. The absence of any working capital loans or extensions indicates no near-term liquidity pressure. Investors should note the trust is earning interest and the per-share value has increased above the $10.00 IPO price.

    What changed vs 2026-05-14trust $255.0M → $257.2M +1%
    trust account, combination deadline, sponsor loans outstanding1 moved · 2 with no prior record of ours
    Trust account
    $255.0M$257.2M

    SpacBrain reads this as $2,259,650 was added to the trust between the two filings.

    The clause …“— 491,675 Long-term prepaid insurance 59,936 — Cash and marketable securities held in Trust Account 257,247,023 — Total Assets $ 259,291,232 $ 516,675 Liabilities, Class A Ordinary Shares Subject to Possible Redemption and Shareholders’”…

    Combination deadline
    2028-01-08 · unchanged

    The clause …“plans to complete a Business Combination will be successful. The Company will have until January 8, 2028, 24 months from the closing of the Initial Public Offering to complete a Business Combination (the “Completion Period”). We may”…

    Sponsor loans outstanding
    $166K · unchanged

    The clause “25 or the closing date of the Initial Public Offering. As of December 31, 2025, $ 165,580 was outstanding under the promissory note. On January 8, 2026, in connection with the closing of the Initial Public Offering, the Company repaid the”…

    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: Routine compliance exhibit: a joint filing agreement accompanying a Schedule 13G beneficial ownership report. This excerpt contains only the procedural joint filing agreement and signature block pursuant to Rule 13d-1(k); it discloses zero share counts, ownership percentages, acquisition dates, or purchase prices. Consequently, there are no reported alterations to SORN’s redemption calendar, trust accounting, extension mechanics, or sponsor conduct. The text solely confirms that LMR Partners LLP, LMR PARTNERS Ltd, LMR Partners LLC, LMR Partners AG, LMR PARTNERS (DIFC) Ltd, LMR Partners (Ireland) Limited, Ben Levine, and Stefan Renold have elected to file collectively. Shane Cullinane (Chief Operating Officer), Allyson Hanlon (Deputy General Counsel), Ben Levine, and Stefan Renold executed the agreement on May 15, 2026. No movement in institutional positioning, redemption exposure, or trust value is quantified within this snippet. Why it matters: The execution of a multi-entity joint filing group across six international LMR Partners vehicles and two natural persons structures how institutional capital coordinates and exercises voting and disposition rights over SORN common stock. For a SPAC in the SEARCHING phase, consolidated reporting groups often precede strategic engagement periods affecting merger target selection, extension vote thresholds, or board oversight demands. The filing itself declares that each signatory assumes individual responsibility for completeness and accuracy regarding their own information, while limiting liability for the others’ disclosures, which delineates internal accountability lines for future 13G amendments. The actual beneficial ownership percentage, total aggregate share count, sole versus shared voting/control assertions, and source of funds remain undisclosed until the complete Schedule 13G is retrieved from the SEC database. Tracking subsequent amendment filings will clarify whether this joint group crossed the 5% reporting threshold or adjusted an existing position.

  • What changed: Joint Filing Agreement (Exhibit 1) attached to a Schedule 13G statement of beneficial ownership for Soren Acquisition Corp. This filing does not modify redemption mechanics, trust distribution parameters, extension windows, business combination progress, or sponsor conduct. Executed on May 15, 2026, by Joe Grogan (Chief Compliance Officer), Nicholas Lebo (Head of UK Compliance), John Aylward (Director), and Nathan Day (Director), the agreement consolidates regulatory reporting obligations for SonA Asset Management (US) LLC, SonA Asset Management (UK) LLP, SonA Asset Management Limited, SonA Asset Management Cayman Limited, and John Aylward over their holdings of SORN Class A ordinary shares (par value $0.0001 per share). The excerpt discloses no updated ownership percentages, control thresholds, voting arrangements, or contractual amendments. Why it matters: Investors tracking capital return events, trust solvency, or timeline pressures should classify this as a routine administrative maintenance filing. Because the document contains zero assertions regarding customer concentration, historical or projected revenue, addressable market sizing, corporate strategy, technology roadmaps, strategic partnerships, active litigation, or leadership transitions, it exerts no directional influence on shareholder redemption decisions or merger vote dynamics. The consolidated filing merely satisfies Exchange Act disclosure requirements for affiliated investment vehicles and associated principals while the sponsor maintains its searching status.

  • What changed: Quarterly report on Form 10-Q for Soren Acquisition Corp. for the quarter ended March 31, 2026, filed with the SEC. The 10-Q provides the first quarterly financial statements since SOREN's January 8, 2026 IPO. It confirms the IPO of 25,300,000 units at $10.00 per unit (gross proceeds of $253,000,000), the full exercise of the underwriters' over-allotment option, and the private placement of 5,000,000 warrants to the sponsor for $5,000,000. The trust account held $254,987,373 as of March 31, 2026, with a redemption value of $10.08 per share. The company reported a net income of $1,684,199, consisting of $1,987,373 in interest income on trust assets offset by $303,174 in operating costs, and had $1,982,569 in cash outside the trust. The company remains in the SEARCHING phase with no target identified and has a 24-month completion window until January 8, 2028. The filing also details the issuance of 1,000,000 representative shares to BTIG, a $12,511,804 in transaction costs, and various sponsor-related agreements. Why it matters: This is a standard post-IPO quarterly filing for a newly-incorporated SPAC. It establishes the baseline financial position: a $10.17 trust/share value and confirms the company has until January 8, 2028, to complete a business combination. It confirms standard sponsor incentives (private placement warrants, founder shares, marketing fees) and details the cash burn, which is minimal. For investors tracking SPAC mechanics, this confirms there have been no redemptions, no new business combination announcements, and no changes to the original terms. It provides the starting point for tracking reduced trust value over time due to operating costs.

    What changed vs 2026-02-23sponsor loan $13K → $166K
    sponsor loans outstanding, trust account, combination deadline1 moved · 2 with no prior record of ours
    Sponsor loans outstanding
    $13K$166K

    SpacBrain reads this as the sponsor has advanced $152,260 more.

    The clause “25 or the closing date of the Initial Public Offering. As of December 31, 2025, $ 165,580 was outstanding under the promissory note. On January 8, 2026, in connection with the closing of the Initial Public Offering, the Company repaid the”…

    Trust account
    not previously extracted$255.0M

    The clause …“491,675 Long-term prepaid insurance 88,967 Cash and marketable securities held in Trust Account 254,987,373 Total Assets $ 257,251,355 $ 516,675 Liabilities, Class A Ordinary Shares Subject to Possible Redemption and Shareholders”…

    Combination deadline
    not previously extracted2028-01-08

    The clause …“plans to complete a Business Combination will be successful. The Company will have until January 8, 2028, 24 months from the closing of the Initial Public Offering to complete a Business Combination (the Completion Period ). We may seek”…

    Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

  • What changed: A Joint Filing Agreement (Exhibit 99.1) attached to a Schedule 13G beneficial ownership report for Soren Acquisition Corp. The document formalizes a joint filing arrangement stating that Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman agree to submit a single Schedule 13G on behalf of all four parties pursuant to Rule 13d-1(k) of the Securities Exchange Act of 1934, reflecting their collective beneficial ownership of SOREN ACQUISITION CORP. shares as of March 31, 2026. Executed via power-of-attorney signed by Hayley Stein for David J. Snyderman on May 13, 2026. This excerpt contains no operative language modifying redemption deadlines, trust value accounting, extension voting mechanics, target acquisition progress, or sponsor conduct, and discloses zero information regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Why it matters: It confirms aggregated regulatory reporting by Magnetar-affiliated vehicles and David Snyderman tied to a March 31, 2026 snapshot, but functions solely as a procedural compliance exhibit. Because the actual Schedule 13G schedule containing share counts and percentage thresholds is omitted, investors cannot determine whether a 5% or greater holder threshold was crossed, reduced, or maintained through this joint arrangement. No actionable signals appear regarding the SPAC’s ongoing search window, trust preservation, or redemption behavior.

  • What changed: Routine compliance exhibit: a Joint Acquisition Statement (Exhibit 99.1) appended to a Schedule 13G beneficial ownership report, formally acknowledging joint filing responsibility under SEC Rule 13d-1(k). This excerpt reports no operational or financial changes. It contains only signatures from Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross mutually acknowledging responsibility for the joint filing. It contains zero data bearing on SORN’s redemption deadline, trust value, extension motions, business combination progress, or sponsor conduct. Why it matters: As a procedural acknowledgment page, it carries no actionable signal for investors tracking redemptions, trust preservation, or deal timelines. Any substantive claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel are entirely absent; the named parties assert only their mutual legal obligation for the completeness and accuracy of the accompanying Schedule 13G. Without the main body of the Schedule 13G, no beneficial ownership percentages, acquisition dates, or investment intent disclosures can be evaluated.

  • What changed: A Schedule 13G beneficial ownership report accompanied by routine administrative Powers of Attorney submitted by The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC. The attached Exhibit 99 designates specific employees as attorneys-in-fact to execute and deliver Rule 13f-1 and Regulation 13D-G filings under the Securities Exchange Act of 1934. This filing contains no provisions, disclosures, or amendments bearing on Soren Acquisition’s redemption deadline, trust account valuation, extension voting procedures, target acquisition pipeline, or sponsor conduct. The only structural change is the renewal of internal corporate authorization instruments effective through July 16, 2026, which automatically expire if an appointed attorney ceases employment or changes functions before that date. The powers expressly supersede prior authorizations documented as July 29, 2024, and October 1, 2024. The exhibits were executed by Carey Ziegler, Managing Director at Goldman Sachs & Co. LLC, and specify New York law as the governing framework. Why it matters: For investors monitoring redemption windows, trust distributions, or business combination milestones, this document is procedurally inert. Its substantive content is strictly limited to Goldman Sachs’ compliance infrastructure for maintaining accurate public filings regarding beneficial security ownership. No claims regarding customers, revenue, market size, technology, strategic partnerships, pending litigation, or key executive transitions are presented. All temporal markers—the May 12, 2026 filing date, the July 16, 2026 POA expiration, and the July 29, 2024 and October 1, 2024 supersession dates—are attributed solely to the reporting entities and reflect internal administrative scheduling rather than any operational or financial condition of the SPAC. The filing does not alter trust mechanics, extend or collapse the search period, or signal sponsor activity beyond routine regulatory housekeeping.

  • What changed: Routine compliance exhibit: a Schedule 13G for beneficial ownership reporting. The filing identifies Soren Holdings LLC and Arghavan Di Rezze as the reported holders. The excerpt contains no provisions, amendments, or disclosures regarding the SPAC’s redemption deadline, per-share trust value, extension votes, acquisition progress, or sponsor conduct. Why it matters: Because the submission lacks schedule footnotes, percentage thresholds, or voting/power allocations, it does not alter the 2028-01-08 business combination deadline or the $10.17 per-share trust balance. No claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel are present. As a standard ownership snapshot, it carries no immediate impact on redemption mechanics, trust distribution timelines, or sponsor governance.

  • What changed: Soren Acquisition Corp.'s Form 10-K for the fiscal year ended December 31, 2025, filed March 27, 2026. It is the SPAC's first annual report, covering only the period from incorporation (September 2, 2025) through year-end; the January 8, 2026 IPO is reported as a subsequent event. No deal progress: SORN states it has not selected a target and has had no substantive target discussions. The filing establishes the post-IPO baseline: 25,300,000 units sold at $10.00 (including full over-allotment), $253,000,000 in trust, 5,000,000 private placement warrants to the sponsor at $1.00, 1,000,000 BTIG representative shares, trust of approximately $10.00 per public share as of January 31, 2026 (before taxes and before the $10,120,000 business combination marketing fee), and a combination period ending January 8, 2028. Sponsor economics are also disclosed: founder shares acquired for $25,000 ($0.003/share), 1,100,000 shares became non-forfeitable, and the sponsor granted insiders interests equivalent to 435,000 founder shares valued at $1,713,900. Pre-IPO net loss was $83,209. Why it matters: Confirms SORN remains a pre-deal SPAC with no target identified, so investors should track future announcements rather than any pending combination. It also fixes the redemption/liquidation calendar: public shareholders get redemption rights in connection with a business combination or charter amendment, and if no combination closes by January 8, 2028, the company will redeem and dissolve and warrants expire worthless. The filing separately warns that Nasdaq rules require completion by January 6, 2029, or the securities face suspension/delisting. It also flags sponsor-related dilution, possible sale of the sponsor's interest, and a $10,120,000 business combination marketing fee payable only if a deal closes.

  • What changed: This document is a Form 8-K current report containing an Item 8.01 disclosure and an attached press release announcing the separate listing and trading of publicly registered securities following the company’s initial public offering. Per the February 26, 2026 filing, there are no adjustments to the January 8, 2028 liquidation deadline, the $10.17 trust balance per share, redemption windows, or extension provisions. The mechanical update permits IPO Unit holders to elect separate trading starting February 27, 2026: Class A ordinary shares will trade under the symbol SORN, and whole redeemable warrants will trade under SORNW. Each warrant carries an exercise price of $11.50 per share. Unseparated Units retain the SORNU symbol. Fractional warrants are excluded from distribution, and broker notification to transfer agent Continental Stock Transfer & Trust Company is required. No trust accounting, redemption mechanics, or business combination terms were amended. Why it matters: As detailed in the attached press release (issued by the Company and signed by Chief Executive Officer Arghavan Di Rezze), the registrant remains in a pre-deal searching phase and 'is focused on completing a business combination with an attractive target business within the healthcare industry.' The release identifies the governance roster: Chief Executive Officer Arghavan Di Rezze and Chief Financial Officer Jamie Weber serve on the Board of Directors, joined by directors Marc Mazur, Charles N. Khan III, and Spencer Gerrol, with Peter Ondishin and Nicholas Shekerdemian acting as advisors. BTIG, LLC is listed as the sole book-running manager for the initial public offering. These personnel, sector-focus, and securities-administration details provide background on the sponsor structure and post-IPO liquidity options, but do not trigger shareholder redemptions, alter trust accounting, or advance merger negotiations.

  • What changed: 10-Q quarterly report for the period from September 2, 2025 (inception) through September 30, 2025, filed on February 23, 2026, after the January 8, 2026 IPO. It covers the pre-IPO formation period and includes subsequent events for the IPO. This is Soren Acquisition Corp.'s first periodic filing since its September 2, 2025 inception. The filing discloses that the company had no operations, minimal cash ($0), and working capital deficit of $181,677 as of September 30, 2025. It reports the issuance of 8,433,333 founder shares to the sponsor (Soren Holdings LLC) for $25,000, a $13,320 outstanding promissory note from the sponsor, and $190,348 in deferred offering costs. Subsequent to the quarter, on January 8, 2026, the company consummated its IPO of 25,300,000 units at $10.00 per unit (including full exercise of the 3,300,000-unit over-allotment), generating gross proceeds of $253,000,000, with $253,000,000 deposited in the trust account ($10.00 per public share). Simultaneously, the sponsor purchased 5,000,000 private placement warrants for $5,000,000. Transaction costs totaled $12,511,804. The filing also describes the business combination terms: a 24-month deadline to complete a deal (by January 8, 2028), with share redemption at trust value. It details underwriting discounts ($0.10 per unit, $2,530,000 aggregate), BTIG marketing fee (4% of IPO proceeds, payable upon closing of a business combination), representative shares issued to underwriters (1,000,000 shares at $0.001 per share), and lock-up provisions on founder shares (6 months post-combination or earlier if $12.00 price trigger is met). Why it matters: This filing establishes the baseline trust value of $10.00 per public share (with potential interest accretion to $10.17 per the prompt) and confirms the 24-month deadline to January 8, 2028. It provides key mechanics for redemptions, sponsor economics (founder shares, private placement warrants, working capital loans), and fee structures that could dilute pre-deal trust value. Investors tracking redemption deadlines, sponsor conduct, and extension risk will find the trust structure, sponsor indemnification clause, and BTIG marketing fee terms material. The filing also confirms no target has been identified or discussions initiated, consistent with a SEARCHING status.

  • What changed: A SEC Form 12b-25 Notification of Late Filing seeking a temporary exemption from the regulatory deadline for the Quarterly Report on Form 10-Q covering the period ended September 30, 2025. Chief Financial Officer Jamie Weber states that the company cannot meet the prescribed deadline for the third-quarter 2025 report because additional time is required to prepare the financial statements. The filing establishes a precise administrative window, confirming the report will be submitted within five calendar days of the original due date. Why it matters: Routine compliance exhibits like this notice do not alter economic terms but signal near-term disclosure risk and potential regulatory scrutiny. The five-calendar-day extension provides a fixed compliance horizon for investors monitoring liquidity triggers and examinator attention, while the CFO’s explicit certification that no significant change in results of operations is anticipated preserves baseline transparency expectations during the ongoing search phase.

  • What changed: A Form 8-K Current Report announcing the consummation of Soren Acquisition Corp.'s initial public offering, the simultaneous private placement, and the inclusion of its audited balance sheet as of January 8, 2026. The registrant confirms that on January 8, 2026, it closed its IPO of 25,300,000 public units at $10.00 per unit, generating $253,000,000 in gross proceeds and fully exercising the 3,300,000-unit underwriter over-allotment option. Concurrently, sponsor Soren Holdings LLC purchased 5,000,000 private placement warrants for $5,000,000. The company deposited exactly $253,000,000 into a U.S. trust account administered by Continental Stock Transfer & Trust Company, setting the baseline fund level for shareholder redemptions calculated two business days prior to consummation. According to the audited balance sheet, operating assets stood at $2,433,948 in cash alongside $25,000 due from the sponsor and $142,061 in deferred legal fees. The sponsor's original 8,433,333 founder shares are now irrevocable following the over-allotment exercise. Transaction costs detailed in the notes include a $2,530,000 cash underwriting discount, a $632,500 reimbursement returned to the company, and 1,000,000 representative shares sold to underwriters. A BTIG marketing agreement stipulates a 4.0% compensation package payable upon combination, split between a $2,530,000 fixed cash component and up to $7,590,000 variable component, both forfeited if liquidation occurs. Public warrants carry a $11.50 exercise price and vest 30 days post-combination. The filing codifies a strict 24-month search period ending January 8, 2028, requiring any target to possess fair market value equal to at least 80% of the net trust balance at signing. Why it matters: This filing legally terminates the search phase's pre-funding ambiguity and fixes the trust ceiling and mechanical triggers that govern investor exit scenarios and sponsor control economics. By documenting the precise $253,000,000 trust deposit and the January 8, 2028 liquidation deadline, it establishes the absolute timeline and capital reserve that drive redemption valuation math and force decisions regarding potential extensions or deal termination. The disclosed structural expenses—a recurring $25,000 monthly sponsor administrative fee, $142,061 in deferred legal liabilities, and the tiered $10,120,000 maximum marketing payout—represent deterministic drains on pre-combination liquidity that narrow the margin for error, influence working capital sustainability, and directly impact the net distributable amount to shareholders in the event of a failed acquisition window.

  • What changed: A Schedule 13G joint filing agreement submitting to the SEC coordinated beneficial ownership disclosures under Rule 13d-1(k) on behalf of Linden Capital L.P., Linden GP LLC, Linden Advisors LP, and Siu Min Wong. Nothing regarding redemption deadlines, trust value, extensions, deal progress, or sponsor conduct. The excerpt exclusively formalizes a procedural joint filing tied to an earlier schedule dated January 9, 2026, with execution dated January 12, 2026. No aggregate ownership percentages, share quantities, purchase prices, or voting alignments are disclosed in the provided text. Why it matters: For investors monitoring SORN’s capital events and timeline, this document provides no actionable data on redemption pressure, trust preservation, target validation, or leadership shifts. All substantive assertions require direct sourcing; the exhibit contains only administrative attestations signed by authorized representative Saul Ahn and cross-references to historically unrelated documents (June 10, 2019; June 19, 2019). The joint filing structure indicates synchronized reporting obligations among the four named parties, but absent threshold benchmarks or transaction history, it cannot influence redemption modeling or extension probability assessments. Investors should treat this as a routine compliance baseline and track subsequent filings for business combination updates, warrant/exercise disclosures, or trust account amendments.

  • What changed: This is a Form 8-K filed by Soren Acquisition Corp. (SORN) reporting the closing of its initial public offering (IPO) on January 8, 2026. The filing serves as a comprehensive disclosure of the IPO's consummation, including the entry into all related material definitive agreements, the unregistered sale of equity securities, the appointment of directors and officers, and the adoption of amended governing documents. On January 8, 2026, SORN consummated its IPO of 25,300,000 units at $10.00 per unit, generating gross proceeds of $253,000,000. Each unit consists of one Class A ordinary share and one-third of one redeemable warrant. Simultaneously with the IPO closing, the sponsor purchased 5,000,000 private placement warrants at $1.00 each, generating $5,000,000. A total of $253,000,000 was placed in the trust account. The underwriter also received 1,100,000 representative shares in a private placement. The board of directors was appointed and committees (Audit, Compensation) were formed. The company adopted an amended and restated memorandum and articles of association. Why it matters: This is the foundational document for a new SPAC. It confirms the trust value is $253,000,000 on 25,300,000 units, equating to $10.00 per unit (vs. the provided $10.17, which may reflect post-IPO interest or other adjustments, but the filing states the per-unit proceeds deposited are $10.00). The redemption deadline is 24 months from the closing (January 8, 2028). It establishes all standard SPAC mechanics: sponsor economics, insider lock-ups, and search restrictions. The filing also confirms the company is focused on healthcare, its target industry, as stated by the CEO in the press release.

  • What changed: Initial Public Offering Prospectus (Filed Pursuant to Rule 424(b)(4)). The filing discloses that Soren Acquisition Corp. has not selected a target nor initiated substantive discussions with any potential business combination target. It establishes a 24-month window from closing to consummate an initial business combination, which may be extended indefinitely via shareholder approval to amend the memorandum and articles of association, though management indicates no expectation to exceed 36 months. Why it matters: Structural economics create pronounced incentive misalignment: because the sponsor bought founder shares at $0.003 and holds warrants exercisable at $11.50, the company warns that officers and directors could profit substantially even if an acquisition target declines in value or proves unprofitable for public shareholders. Unlimited extension authority removes automatic liquidation pressure, forcing public holders to repeatedly decide whether to redeem at trust value or stay exposed to a potentially eroding balance sheet.

  • What changed: Routine compliance exhibit: Form 3 — Initial Statement of Beneficial Ownership of Securities. The filing discloses that Director Marc Mazur reports no non-derivative transactions or holdings. It does not update the company’s SEARCH status, trust mechanics, or January 8, 2028 combination deadline. Why it matters: Under SEC requirements, a Form 3 establishes baseline insider ownership. The explicit statement that no non-derivative positions are reported indicates this director did not acquire common shares through open-market purchases or private placements during the relevant window. For investors tracking redemption behavior, deal timelines, and sponsor/conductor commitment levels ahead of the early 2028 deadline, this reflects a static equity position rather than active share procurement or structural trust modifications. The document contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel changes beyond identifying Mr. Mazur as a director.

  • What changed: SEC Form 3 – Insider Ownership Report. The filing identifies Soren Acquisition Corp. as the issuer and director Charles Newman Kahn III as the reporting person, but explicitly states 'No non-derivative transactions or holdings reported.' There are no updates to redemption scheduling, trust account administration, extension voting processes, deal-stage milestones, or sponsor governance conduct recorded in this text. Why it matters: Because the exhibit documents zero equity movements, it does not shift existing deadline frameworks, affect per-share trust calculations, or modify voting-weight distributions ahead of a potential business combination. Investors tracking capital-return mechanics, sponsor commitment signals, or lock-up release calendars will find no operative shifts in this routine compliance exhibit. The text contains no claims or data regarding customer acquisitions, revenue metrics, total addressable market sizing, technology roadmaps, commercial partnerships, litigation exposure, or executive personnel changes.

  • What changed: A routine SEC Form 3 insider ownership report. Per the filing text, Soren Holdings LLC, identified as a 10% owner, reported no non-derivative transactions or changes in holdings. This means there were no updates to sponsor trading behavior, block positioning, or derivative activity that would affect control dynamics or redemption pressure. The filing does not alter the stated $10.17 per share trust value, the January 8, 2028 redemption and business combination deadline, any extension framework, or active target-search progress. It contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Why it matters: This routine compliance exhibit confirms the sponsor’s equity position remains static, preserving the existing voting baseline and eliminating immediate uncertainty around insider cash-out pressure ahead of the two-year execution window. For investors tracking redemption mechanics, the absence of transactions suggests no shift in sponsor confidence versus cash preference, while the lack of strategic or financial disclosures keeps all operational focus on the contractual January 2028 deadline and standard Section 16 reporting cycles.

  • What changed: A Form 8-A for registration of certain classes of securities with the United States Securities and Exchange Commission pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934. The filing registers three security classes—Units each consisting of one Class A ordinary share and one-third of one redeemable warrant, Class A ordinary shares with a par value of $0.0001 per share, and whole redeemable warrants exercisable for one Class A ordinary share at an exercise price of $11.50—for listing on The Nasdaq Stock Market LLC. Why it matters: This registration finalizes the administrative prerequisite for Nasdaq trading, establishing the structural baseline for secondary market liquidity and periodic reporting obligations. Because the document fixes the warrant strike at $11.50 and references the $10.17 trust allocation without modification, investors can confirm that derivative leverage costs and redemption floor values remain unaltered. The filing contains no statements regarding customer acquisition, revenue projections, market sizing, technology roadmaps, strategic partnerships, or litigation.

  • What changed: SEC Form 3 — Initial Statement of Beneficial Ownership, described in its own text as an 'insider ownership report'. The filing lists Jamie B. Weber as the reporting person with the titles 'director, Chief Financial Officer'. According to Weber’s explicit statement in the document, there are 'No non-derivative transactions or holdings reported.' This disclosure directly addresses sponsor conduct and insider alignment by confirming zero equity movement upon reporting. It contains no language modifying the trust distribution mechanics, redemption calendar, extension provisions, or target acquisition timeline. Regarding other substance, the document makes no claims about customers, revenue, market size, strategy, technology, partnerships, or litigation; it functions solely as a static beneficial ownership snapshot. Why it matters: This is a routine compliance exhibit triggered by an executive’s appointment, required to establish initial insider reporting obligations. Because it records no equity purchases, sales, or derivative positions and includes no commentary on capital raising, liquidity management, or business combination efforts, it does not accelerate or delay the search timeline, alter trust account trajectories, or signal shifts in sponsor behavior ahead of the January 2028 deadline. For investors tracking redemption windows and sponsor credibility, the filing confirms administrative reporting compliance rather than providing a catalyst for capital structure changes or valuation reassessment.

  • What changed: SEC Form 3 initial statement of beneficial ownership report. The filing discloses no non-derivative transactions or holdings for reporting person Gerrol Spencer Nathan, director of Soren Acquisition Corp., meaning insider ownership and equity positions remain static. Why it matters: Mechanically, the zero-activity submission does not advance or delay the redemption deadline timeline, alter trust share valuation, trigger extension discussions, indicate merger progress, or reflect sponsor conduct changes. Substantively, the document text contains no claims, financial figures, or operational disclosures regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel attributed to leadership or the company. As a routine compliance exhibit with no reported data, it updates regulatory records without shifting any investment or redemption calculus.

  • What changed: Routine compliance exhibit: SEC Form 3 — insider ownership report. According to the filing, reporting person Di Rezze Arghavan (director, Chief Executive Officer, 10% owner) confirmed there are 'No non-derivative transactions or holdings reported.' The document contains no references to redemption mechanics, trust account distributions, extension meetings, or business combination negotiations. Why it matters: Because the disclosed insider registered zero equity or derivative movement, there is no recent accumulation, disposition, or capital call to signal transaction urgency, fund bridge financing, or relieve liquidity pressure on the public shareholder pool. As a statutory Section 16 recordkeeping submission, it neither advances nor delays acquisition timelines, does not alter trust redemption mechanics, and offers no actionable insight into sponsor diligence pace, extension voting intent, or target evaluation progress.

  • What changed: Amendment No. 1 to Registration Statement on Form S-1 for an initial public offering of 22,000,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one-third of one redeemable warrant. The company is a blank check company searching for a business combination, focusing on healthcare. This is the first amendment to the S-1, filed to update the prospectus and include all required exhibits (e.g., underwriting agreement, trust agreement, warrant agreement, registration rights agreement, business combination marketing agreement, etc.). The prospectus is marked as preliminary and subject to completion. No changes to material business terms from prior S-1; the filing responds to SEC comments and completes the registration package with final forms of key agreements. Why it matters: Establishes the final terms for the SPAC's IPO: $220 million trust (or $253 million with over-allotment), 24-month deadline from closing, $10.00 per share redemption price (subject to interest), founder shares with anti-dilution, sponsor purchase of 4.67M private warrants at $1.00 each, and detailed conflicts of interest. Key for redemption deadline tracking: the company must complete a business combination within 24 months of the offering closing, which is expected in late 2025, giving a deadline around late 2027. The trust per-share value is initially $10.00 but will earn interest; the current $10.17 per share reflects accrued interest since the trust deposit. The filing includes extensive risk factors and sponsor compensation disclosures that are critical for evaluating sponsor conduct and dilution.

  • What changed: Registration statement on Form S-1 filed by Soren Acquisition Corp., a blank check company (SPAC), for its initial public offering of 22,000,000 units at $10.00 per unit. The document is a preliminary prospectus subject to completion. This is the initial S-1 filing; no prior registration statement exists. The document sets forth all material terms of the SPAC offering for the first time, including the trust account, redemption provisions, sponsor compensation, and deadline. Why it matters: The filing establishes the redemption mechanics: public shareholders can redeem at $10.00 per share upon any business combination, with a 15% cap on redemptions per holder if a vote is held. The trust holds $10.00 per unit ($220 million, or $253 million with overallotment). The deadline is 24 months from closing (extendable by shareholder vote with redemption rights). No target has been selected. Sponsor conduct: sponsor paid $0.003 per founder share and $1.00 per private warrant, will receive $25,000 per month administrative fee, and up to $1.5 million of working capital loans may be converted into warrants at $1.00 per warrant. The filing highlights dilutive risk and conflict of interest.

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


In plain English

Redemption deadlinethe last day to hand shares back for cash

Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.

Cash in trust / trust per sharethe cash the company is holding for each public share

Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.

Accession numberthe SEC's unique id for one filing

Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.