TETWF 8-K

Technology & Telecommunication Acquisition Corp (TETWF)

8-K 2026-08-26 For: 2026-08-20

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Added on August 26, 2026

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☐	Written communications pursuant to Rule 425 under the Securities Act

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Title of each class	Trading Symbols	Name of each exchange on which registered
Units, each consisting of one ordinary share, $0.0001 par value (the “Ordinary Shares”), and one-half Redeemable Warrant	TETEF	OTC Pink
Ordinary Shares	TETWF	OTC Pink
Redeemable Warrants, each whole warrant exercisable for one Ordinary Share at an exercise price of $11.50	TETUF	OTC Pink

Matters Voted On	For		Against		Abstain
Proposal Number One to amend and restate TETE’s Amended and Restated Articles of Association to give TETE the right to extend the date by which it has to consummate a business combination (the “Combination Period”) by six (6) months from August 20, 2026 to February 20, 2027 (as extended, the “Extended Date”) (i.e., for a period of time ending 61 months after the consummation of TETE’s initial public offering).		3,407,500		0		0

Proposal Number Two was to amend TETE’s investment management trust agreement, dated as of January 14, 2022, by and between the Company and Continental Stock Transfer & Trust Company, to allow the Company to extend the Combination Period by six (6) months from August 20, 2026 to the Extended Date.		3,407,500		0		0

Exhibit No.		Description
3.1*		Amended and Restated Memorandum and Articles of Association, dated August 20, 2026
10.1		Amendment to the Investment Management Trust Agreement, dated August 20, 2026, by and between TETE and Continental Stock Transfer & Trust Company.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

TECHNOLOGY & TELECOMMUNICATION ACQUISITION CORPORATION

By:	/s/ Tek Che Ng
Name:	Tek Che Ng
Title:	Chief Executive Officer

		Page

1.	Definitions, interpretation and exclusion of Table A	1

	Definitions	1
	Interpretation	4
	Exclusion of Table A Articles	5

2.	Shares	5

	Power to issue Shares and options, with or without special rights	5
	Power to issue fractions of a Share	6
	Power to pay commissions and brokerage fees	7
	Trusts not recognised	7
	Power to vary class rights	7
	Effect of new Share issue on existing class rights	7
	Capital contributions without issue of further Shares	8
	No bearer Shares or warrants	8
	Treasury Shares	8
	Rights attaching to Treasury Shares and related matters	8

3.	Register of Members	9

4.	Share certificates	9

	Issue of share certificates	9
	Renewal of lost or damaged share certificates	9

5.	Lien on Shares	10

	Nature and scope of lien	10
	Company may sell Shares to satisfy lien	10
	Authority to execute instrument of transfer	10
	Consequences of sale of Shares to satisfy lien	10
	Application of proceeds of sale	11

6.	Calls on Shares and forfeiture	11

	Power to make calls and effect of calls	11
	Time when call made	11
	Liability of joint holders	11
	Interest on unpaid calls	11
	Deemed calls	12
	Power to accept early payment	12
	Power to make different arrangements at time of issue of Shares	12
	Notice of default	12
	Forfeiture or surrender of Shares	12
	Disposal of forfeited or surrendered Share and power to cancel forfeiture or surrender	12
	Effect of forfeiture or surrender on former Member	13
	Evidence of forfeiture or surrender	13
	Sale of forfeited or surrendered Shares	13

7.	Transfer of Shares	13

	Form of transfer	13
	Power to refuse registration	14
	Power to suspend registration	14
	Company may retain instrument of transfer	14

8.	Transmission of Shares	14

	Persons entitled on death of a Member	14
	Registration of transfer of a Share following death or bankruptcy	14
	Indemnity	15
	Rights of person entitled to a Share following death or bankruptcy	15

9.	Alteration of capital	15

	Increasing, consolidating, converting, dividing and cancelling share capital	15
	Dealing with fractions resulting from consolidation of Shares	15
	Reducing share capital	16

10.	Redemption and purchase of own Shares	16

	Power to issue redeemable Shares and to purchase own Shares	16
	Power to pay for redemption or purchase in cash or in specie	16
	Effect of redemption or purchase of a Share	16

11.	Meetings of Members	17

	Power to call meetings	17
	Content of notice	18
	Period of notice	18
	Persons entitled to receive notice	18
	Publication of notice on a website	19
	Time a website notice is deemed to be given	19
	Required duration of publication on a website	19
	Accidental omission to give notice or non-receipt of notice	19

12.	Proceedings at meetings of Members	19

	Quorum	19
	Lack of quorum	20
	Use of technology	20
	Chairman	20
	Right of a director to attend and speak	20
	Adjournment	20
	Method of voting	20
	Taking of a poll	20
	Chairman’s casting vote	21
	Amendments to resolutions	21
	Written resolutions	21
	Sole-member company	22

13.	Voting rights of Members	22

	Right to vote	22
	Rights of joint holders	22
	Representation of corporate Members	22
	Member with mental disorder	23
	Objections to admissibility of votes	23
	Form of proxy	23
	How and when proxy is to be delivered	24
	Voting by proxy	24

14.	Number of directors	24

15.	Appointment, disqualification and removal of directors	24

	No age limit	24
	Corporate directors	25
	No shareholding qualification	25
	Appointment and removal of directors	25
	Resignation of directors	26
	Termination of the office of director	26

16.	Alternate directors	27

	Appointment and removal	27
	Notices	28
	Rights of alternate director	28
	Appointment ceases when the appointer ceases to be a director	28
	Status of alternate director	28
	Status of the director making the appointment	28

17.	Powers of directors	28

	Powers of directors	28
	Appointments to office	29
	Remuneration	29
	Disclosure of information	30

18.	Delegation of powers	30

	Power to delegate any of the directors’ powers to a committee	30
	Power to appoint an agent of the Company	30
	Power to appoint an attorney or authorised signatory of the Company	30
	Power to appoint a proxy	31

19.	Meetings of directors	31

	Regulation of directors’ meetings	31
	Calling meetings	31
	Notice of meetings	31
	Period of notice	31
	Use of technology	31
	Place of meetings	31
	Quorum	32
	Voting	32
	Validity	32
	Recording of dissent	32
	Written resolutions	32
	Sole director’s minute	32

20.	Permissible directors’ interests and disclosure	32

	Permissible interests subject to disclosure	32
	Notification of interests	33
	Voting where a director is interested in a matter	33

21.	Minutes	33

22.	Accounts and audit	33

	Accounting and other records	33
	No automatic right of inspection	34
	Sending of accounts and reports	34
	Time of receipt if documents are published on a website	34
	Validity despite accidental error in publication on website	34
	Audit	34

23.	Financial year	35

24.	Record dates	36

25.	Dividends	36

	Declaration of dividends by Members	36
	Payment of interim dividends and declaration of final dividends by directors	36
	Apportionment of dividends	37
	Right of set off	37
	Power to pay other than in cash	37
	How payments may be made	37
	Dividends or other moneys not to bear interest in absence of special rights	38
	Dividends unable to be paid or unclaimed	38

26.	Capitalisation of profits	38

	Capitalisation of profits or of any share premium account or capital redemption reserve	38
	Applying an amount for the benefit of members	38

27.	Share premium account	39

	Directors to maintain share premium account	39
	Debits to share premium account	39

28.	Seal	39

	Company seal	39
	Duplicate seal	39
	When and how seal is to be used	39
	If no seal is adopted or used	39
	Power to allow non-manual signatures and facsimile printing of seal	40
	Validity of execution	40

29.	Indemnity	40

	Indemnity	40
	Release	40
	Insurance	41

30.	Notices	41

	Form of notices	41
	Electronic communications	41
	Persons authorised to give notices	41
	Delivery of written notices	42
	Joint holders	42
	Signatures	42
	Evidence of transmission	42
	Giving notice to a deceased or bankrupt Member	42
	Date of giving notices	42
	Saving provision	43

31.	Authentication of Electronic Records	43

	Application of Articles	43
	Authentication of documents sent by Members by Electronic means	43
	Authentication of document sent by the Secretary or Officers of the Company by Electronic means	43
	Manner of signing	44
	Saving provision	44

32.	Transfer by way of continuation	44

33.	Winding up	44

	Distribution of assets in specie	44
	No obligation to accept liability	45
	The directors are authorised to present a winding up petition	45

34.	Amendment of Memorandum and Articles	45

	Power to change name or amend Memorandum	45
	Power to amend these Articles	45

35.	Mergers and Consolidations	45

36.	Class B Share Conversion	45

37.	Business Combination	46

38.	Certain Tax Filings	48

39.	Business Opportunities	48

Method for giving notices		When taken to be given
Personally		At the time and date of delivery
By leaving it at the member’s registered address		At the time and date it was left
If the recipient has an address within the Cayman Islands, by posting it by prepaid post to the street or postal address of that recipient		48 hours after it was posted
If the recipient has an address outside the Cayman Islands, by posting it by prepaid airmail to the street or postal address of that recipient		3 Clear Days after posting
By Electronic Record (other than publication on a website), to recipient’s Electronic address		Within 24 hours after it was sent
By publication on a website		See the Articles about the time when notice of a meeting of Members or accounts and reports, as the case may be, are published on a website

By:	/s/ TeK Che Ng
Name:	Tek Che Ng
Title:	Chief Executive Officer