UNITED
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SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
PURSUANT
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SECURITIES EXCHANGE ACT OF 1934
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Item 8.01. Other Events.
On January 21, 2026, Safeguard Acquisition Corp. (the “Company”) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the holders of the Company’s units (the “Units”) may elect to separately trade the Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and warrants (the “Warrants”) included in the Units commencing on or about January 26, 2026. Each Unit consists of one Class A Ordinary Share and one-half of one redeemable Warrant to purchase one Class A Ordinary Share. Any Units not separated will continue to trade on the New York Stock Exchange under the symbol “SAC.U”, and the Class A Ordinary Shares and Warrants will separately trade on the New York Stock Exchange under the symbols “SAC” and “SAC WS,” respectively. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into Class A Ordinary Shares and Warrants.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release, dated January 21, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
1
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.
| SAFEGUARD ACQUISITION CORP. | |||
| By: | /s/ Frank Bachinsky | ||
| Name: | Frank Bachinsky | ||
| Title: | Chief Operating Officer and Director | ||
| Dated: January 21, 2026 | |||
2
Exhibit 99.1
Safeguard Acquisition Corp. Announces the Separate Trading of its Class A Ordinary Shares and Warrants, Commencing on or about January 26, 2026
LAS VEGAS, NV, Jan. 21, 2026 (GLOBE NEWSWIRE) -- Safeguard Acquisition Corp. (NYSE: SAC.U) (the “Company”) announced that holders of the units sold in the Company’s initial public offering of 23,000,000 units, which includes 3,000,000 units issued pursuant to the exercise by the underwriters of their overallotment option in full, completed on December 5, 2025 (the “Offering”), may elect to separately trade the Class A ordinary shares and warrants included in the units commencing on or about January 26, 2026. Any units not separated will continue to trade on the New York Stock Exchange under the symbol “SAC.U,” and each of the Class A ordinary shares and warrants will separately trade on the New York Stock Exchange under the symbols “SAC” and “SAC WS,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Holders of units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into Class A ordinary shares and warrants.
A registration statement relating to these securities has become effective pursuant to Section 8(a) of the Securities Act of 1933, as amended. 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 offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Cautionary Note Concerning Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s search for an initial business combination. 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 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
Frank Bachinsky
Chief Operating Officer
Safeguard Acquisition Corp.