SUAC SEC filings, in plain English
Everything ShoulderUP Technology Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 4 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 vs 2024-11-29deadline 2024-12-31 → 2025-06-15shares 859K → 507K -41%
combination deadline, redeemable shares, trust account +12 moved · 2 with no prior record of ours
- Combination deadline
- 2024-12-312025-06-15
- Redeemable shares
- 859K507K
- Trust account
- $11.2M · unchanged
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as 166 days later than the previous record.
The clause …“agreed to extend the termination date of the Non-Redemption Agreement to June 15, 2025. Also on April 17, 2025, in connection with the Non-Redemption Agreement, the Company and Investor entered into a forfeiture agreement (the”…
SpacBrain reads this as 352,825 shares are no longer redeemable.
The clause …“shares authorized; 11,800,000 shares issued and outstanding (excluding 506,589 and 508,829 shares subject to possible redemption) as of March 31, 2025 and December 31, 2024 1,180 1,180 Convertible Class B common stock, $ 0.0001”…
The clause …“The underwriters were entitled to a deferred underwriting commission of $ 11,200,000 , which will be paid from the funds held in the Trust Account upon completion of the Company’s initial Business Combination subject to the terms”…
The clause …“notes which were fully drawn. In connection with the Company’s assessment of going concern considerations in accordance with FASB Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2024-04-18trust $309.7M → $11.2M -96%deadline 2024-05-19 → 2025-05-31shares 1.98M → 509K -74%
trust account, combination deadline, redeemable shares +13 moved · 1 with no prior record of ours
- Trust account
- $309.7M$11.2M
- Combination deadline
- 2024-05-192025-05-31
- Redeemable shares
- 1.98M509K
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $298,544,280 left the trust between the two filings.
The clause …“to complete our initial business combination (after taking into account the $11,200,000 of deferred underwriting commissions being held in the trust account, but before taking into account any accrued interest thereon). We may”…
SpacBrain reads this as 377 days later than the previous record.
The clause “We may not be able to find a suitable target business and complete our initial business combination on or before May 31, 2025 or during any extension period. Our ability to complete our initial business combination may be adversely”…
SpacBrain reads this as 1,475,739 shares are no longer redeemable.
The clause …“authorized; 11,800,000 and 1,350,000 shares issued and outstanding (excluding 508,829 and 1,984,568 shares subject to possible redemption) as of December 31, 2024, and 2023, respectively 1,180 135 Convertible Class B common stock, $”…
The clause …“Going Concern Considerations In connection with the Company’s assessment of going concern considerations in accordance with FASB Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to”…
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: ShoulderUp Technology Acquisition Corp. filed a definitive merger proxy and prospectus for 5,396,675 shares of common stock, 15,000,000 warrants and 15,000,000 underlying shares of CID HoldCo, Inc., under a business combination agreement dated March 18, 2024. Each SUAC share converts into one Holdings share and each whole warrant into a Holdings warrant exercisable at $11.50. Why it matters: Public stockholders end with about 2% of the combined company in every redemption scenario - the trust has already been so heavily redeemed that the remaining float is 508,829 shares, and the outcome does not change whether others redeem or not. Holdings warrants struck at $11.50 against that structure are unlikely ever to be in the money. The SUAC securities already trade on the pink sheets, so no exchange listing supports them today.
outside datenothing moved · 1 with no prior record of ours
- Outside date
- not previously extracted2024-08-31
SpacBrain reads this as the agreement may be terminated from 2024-08-31.
The clause …“or the Company if the Effective Time shall not have occurred prior to August 31, 2024 (the “ Outside Date ”); or (c) by either ShoulderUp or the Company if any Governmental Authority in the United States shall have enacted,”…
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: ShoulderUp Technology Acquisition Corp. called a special meeting for 10:00 a.m. Eastern time on January 24, 2025 as a virtual meeting, with the proxy dated January 13, 2025, to extend the Termination Date from that same January 24, 2025 date to February 24, 2025. The extension is sought because the Business Combination Registration Statement for the transaction under the March 18, 2024 agreement has been declared effective but there is not enough time to close. As of January 10, 2025 the trust held approximately $5,590,641, giving a redemption price of about $10.99 per public share. Why it matters: A one-month extension sought on the day the deadline falls, for the second consecutive month, shows a company closing gaps rather than closing a deal. The trust of $5.59 million supports about $10.99 a share for a float that had shrunk to roughly 509,000 shares by the time the merger proxy issued - so the remaining public holders are a tiny residual. Redemption at trust is the reliable exit; the alternative is 2% of the combined company.
What changed vs 2024-12-19deadline 2025-01-24 → 2025-02-24combination deadline, trust account1 moved · 1 with no prior record of ours
- Combination deadline
- 2025-01-242025-02-24
- Trust account
- $10.4M · unchanged
SpacBrain reads this as 31 days later than the previous record.
The clause “Shares (as defined below) if the Corporation is unable to complete its initial Business Combination by February 24, 2025 (the “Deadline Date”), and (iii) the redemption of shares in connection with a vote seeking to amend any provisions”…
The clause …“Sponsor and the Company’s officers and directors, will not receive any monies held in the Trust Account as a result of their ownership of the 10,450,000 shares of Class A Common Stock (after giving effect to the stock split 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: ShoulderUp Technology Acquisition Corp. called a special meeting for 10:00 a.m. Eastern time on December 30, 2024 as a virtual meeting, with the proxy dated December 19, 2024, to extend the Termination Date from December 31, 2024 to January 24, 2025. The purpose is to allow time to complete the transactions under the Business Combination Agreement dated March 18, 2024, whose registration statement has been declared effective. Why it matters: The trust floor is $11.11 a share on $5.68 million, and it would fall to $10.99 a month later as the company extended again - so waiting costs holders value rather than earning it. Three separate one-month extensions across December, January and February show a deal that cannot close despite an effective registration statement. Redemption remains available at each vote and captures the full trust claim.
What changed vs 2024-11-07deadline 2024-12-31 → 2025-01-24combination deadline, trust account1 moved · 1 with no prior record of ours
- Combination deadline
- 2024-12-312025-01-24
- Trust account
- $10.4M · unchanged
SpacBrain reads this as 24 days later than the previous record.
The clause “Shares (as defined below) if the Corporation is unable to complete its initial Business Combination by January 24, 2025 (the “Deadline Date”), and (iii) the redemption of shares in connection with a vote seeking to amend any provisions”…
The clause …“Sponsor and the Company’s officers and directors, will not receive any monies held in the Trust Account as a result of their ownership of the 10,450,000 shares of Class A Common Stock (after giving effect to the stock split 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 vs 2024-08-28deadline 2024-11-19 → 2024-12-31
combination deadline, trust account, going-concern doubt +11 moved · 3 with no prior record of ours
- Combination deadline
- 2024-11-192024-12-31
- Trust account
- $11.2M · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 859K · unchanged
SpacBrain reads this as 42 days later than the previous record.
The clause …“which it has to consummate a business combination from November 19, 2024, to December 31, 2024, or such earlier date as may be determined by the Company’s board of directors in its sole discretion. Non-Redemption Agreements During”…
The clause …“The underwriters were entitled to a deferred underwriting commission of $ 11,200,000 , which will be paid from the funds held in the Trust Account upon completion of the Company’s initial Business Combination subject to the terms”…
The clause …“any Working Capital Loans. In connection with the Company’s assessment of going concern considerations in accordance with FASB Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to”…
The clause “0,000,000 shares authorized; 1,350,000 shares issued and outstanding (excluding 859,414 and 1,984,568 shares subject to possible redemption) as of September 30, 2024 and December 31, 2023, respectively 135 135 Convertible Class B common”…
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: ShoulderUp Technology Acquisition Corp. called a special meeting for November 18, 2024 at 10:00 a.m. Eastern time, virtual, on a Charter Extension moving the Termination Date from November 19, 2024 to December 31. As of November 6, 2024 the Trust Account held approximately $9,451,741.22, a redemption price of approximately $11.00 per share. The proxy states there will not be sufficient time before November 19, 2024 to complete the transactions under the Business Combination Agreement dated March 18, 2024, because the Business Combination Registration Statement has not been declared effective. Why it matters: The $11.00 per share floor is intact, but a trust of roughly $9.45 million means only about 860,000 public shares remain — the SPAC has already been redeemed down to a stub, and whatever closes will receive almost no cash. The blocking issue is an SEC registration statement that is not yet effective, which is outside the company's control and rarely resolves in the six weeks this extension buys. Redemption at $11.00 remains the reliable outcome.
What changed vs 2024-04-26trust $21.3M → $10.4M -51%deadline 2024-11-19 → 2024-12-31trust account, combination deadline2 moved
- Trust account
- $21.3M$10.4M
- Combination deadline
- 2024-11-192024-12-31
SpacBrain reads this as $10,855,225 left the trust between the two filings.
The clause …“Sponsor and the Company’s officers and directors, will not receive any monies held in the Trust Account as a result of their ownership of the 10,450,000 shares of Class B Common Stock (after giving effect to the stock split) which were”…
SpacBrain reads this as 42 days later than the previous record.
The clause “Shares (as defined below) if the Corporation is unable to complete its initial Business Combination by December 31, 2024 (the “Deadline Date”), and (iii) the redemption of shares in connection with a vote seeking to amend any provisions”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.