Pine Tree Acquisition Corp 8-K, filed Oct 15, 2026
Pine Tree Acquisition Corp. (PAXG)
About this 8-K
Pine Tree Acquisition Corp filed this 8-K on October 15, 2026.
Pine Tree Acquisition Corp. completed the sale of 600,000 units at $10.00 per unit on October 15, 2026, generating gross proceeds of $6,000,000 through Maxim Group LLC’s partial exercise of its IPO over-allotment option. AI summary
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 8.01. Other Events.
On October 15, 2026, Pine Tree Acquisition Corp. (the “Company”), a Cayman Islands exempt company, consummated the sale of 600,000 units (“Units”) pursuant to the partial exercise of the over-allotment option granted to Maxim Group LLC, as underwriter and sole book-running manager in the Company’s initial public offering, at $10.00 per unit, generating gross proceeds of $6,000,000. Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (“Ordinary Share”), and one right (“Right”), with each Right entitling its holder to receive three-fourths (3/4) of one Ordinary Share upon the completion of the Company’s initial business combination.
Simultaneously with the consummation of the sale of the additional Units, the Company also issued 24,000 Ordinary Shares to an entity designated by Maxim Group LLC.
As of October 15, 2026, a total of $106,000,000 of the net proceeds from the IPO and the concurrent private placement were deposited in a trust account established for the benefit of the Company’s public shareholders.
A copy of the press release issued by the Company announcing the consummation of the sale of additional Units pursuant to the over-allotment option is included as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statement and Exhibits.
(d) Exhibits:
Exhibit |
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| Press Release Announcing Consummation of Sale of Over-Allotment Option Units. | |
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, 2026
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| By: | /s/ Wei Qian |
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| Name: | Wei Qian |
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| Title: | Chief Executive Officer |
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EXHIBIT 99.1
Pine Tree Acquisition Corp. Announces Closing of Partial Exercise of Over-Allotment Option from Initial Public Offering
NEW YORK, October 15, 2026 (ACCESS NEWSWIRE)—Pine Tree Acquisition Corp. (the “Company”) announced today that it completed the sale of an additional 600,000 units pursuant to the partial exercise of the over-allotment option granted to Maxim Group LLC, as underwriter and sole book-running manager in the Company’s initial public offering, at $10.00 per unit. The sale of the units resulted in gross proceeds to the Company of $6,000,000.
The Company’s units are listed on the Nasdaq Global Market (“Nasdaq”) under the ticker symbol “PAXGU.” Each unit consists of one Class A ordinary share and one right entitling its holder to receive three-fourths (3/4) of one Class A ordinary share upon the Company’s consummation of an initial business combination, subject to adjustment. Once the securities comprising the units begin separate trading, the Class A ordinary shares and rights are expected to be listed on Nasdaq under the symbols “PAXG” and “PAXGR,” respectively.
The Company is a Cayman exempt company, formed as a blank check company for the purpose of entering into a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. The Company is led by its Chairman of the Board and Chief Executive Officer, Wei Qian.
Of the net proceeds received from the initial public offering (including from the partial exercise of the over-allotment option) and a simultaneous private placement of units, an aggregate of $106,000,000 was placed in trust.
Maxim Group LLC acted as the lead book-running manager for the offering. The Company had granted the underwriters a 45-day option to purchase up to an additional 1,500,000 units at the initial offering price to cover over-allotments, if any. The offering was made only by means of a prospectus. Copies of the prospectus may be obtained, when available, from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, NY 10022, Attention: Syndicate Department, by telephone at (212) 895-3745 or by email at syndicate@maximgrp.com.
A registration statement on Form S-1 relating to these securities (SEC File No. 333-292289) was filed with the Securities and Exchange Commission (the “SEC”) and was declared effective on October 5, 2026. Copies of the registration statement can be accessed through the SEC’s website at www.sec.gov. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
FORWARD-LOOKING STATEMENTS
This press release contains statements that constitute “forward-looking statements.” No assurance can be given that the net proceeds of the offering will be used as indicated in the prospectus. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Contact:
Wei Qian, CEO
ir@pinetreeacq.com