Oak Woods Acquisition Corporation filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders, Other Events, Financial Statements and Exhibits
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SECURITIES EXCHANGE ACT OF 1934
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The Stock Market LLC | ||||
| The Stock Market LLC | ||||
| The Stock Market LLC | ||||
| The Stock Market LLC |
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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
As approved by the shareholders of Oak Woods Acquisition Corporation (the “Company”) at the Extraordinary General Meeting held on October 8, 2025, the following proposals were approved thereby amending the Amended and Restated Articles and memorandum of Association (the “Charter”) to give the Company the right to extend the date by which the Company has to complete a business combination from September 28, 2025 to March 28, 2026, by depositing into the Trust Account $0.033 per share remaining in the Trust, for each one-month extension, on or prior to the 28th of each month, for up to six (6) times.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On October 8, 2025, the Company held the Extraordinary General Meeting. As of the close of business on September 11, 2025, the record date fixed by the board of directors of the Company, the outstanding ordinary shares of the Company entitled to vote consisted of 5,358,050 Ordinary Shares. Each Ordinary Share entitles the holder to one vote.
The final results for each of the matters submitted to a vote of the Company’s shareholders at the Extraordinary General Meeting are as follows:
1. The Charter Amendment Proposal
Shareholders approved the Charter Amendment Proposal. Approval of the Charter Amendment Proposal required a special resolution under Cayman Islands law, being a resolution passed by a majority of not less than two-thirds (2/3) of such holders of the issued and outstanding ordinary shares voted in person or by proxy at the Extraordinary General Meeting. The Charter Amendment Proposal received the following votes:
| FOR | AGAINST | ABSTAIN | ||
| 3,370,572 | 528,341 | 121,700 |
2. The Adjournment Proposal
Shareholders approved The Adjournment Proposal. Approval of the The Adjournment Proposal was passed though was moot as a result of the approval of The Charter Amendment Proposal. The Adjournment Proposal required an ordinary resolution under Cayman Islands law of a simple majority of such holders of the issued and outstanding ordinary shares voted in person or by proxy at the Extraordinary General Meeting or any adjournment thereof. The Adjournment Proposal received the following votes:
| FOR | AGAINST | ABSTAIN | ||
| 3,370,572 | 528,341 | 121,700 |
Item 8.01. Other Events.
In connection with the shareholders’ vote at the Extraordinary General Meeting of shareholders held by the Company on October 8, 2025, 2,274,444 ordinary shares were tendered for redemption, leaving 1,302,981 ordinary shares.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | |
| 3.1 | Minutes of Extension Amendment to the Amended and Restated Memorandum and Articles of Association of Oak Woods Acquisition Corporation | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: October 15, 2025 | ||
| OAK WOODS ACQUISITION CORPORATION | ||
| By: | /s/ Lixin Zheng | |
| Name: | Lixin Zheng | |
| Title: | Chief Executive Officer | |
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