{"filing":{"accession_number":"0001193125-26-338268","cik":"0002137965","ticker":null,"company_name":"TCGX Acquisition Corp.","form":"8-K","filing_date":"2026-08-06","report_date":"2026-08-04","primary_document":"d178859d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2137965/000119312526338268/d178859d8k.htm"},"events":[{"id":24596,"run_id":22302,"accession_number":"0001193125-26-338268","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"summary":"TCGX Acquisition Corp. consummated its initial public offering on August 6, 2026, raising $86.25 million through the issuance of 8,625,000 Class A ordinary shares at $10.00 per share and entering into material definitive agreements (Underwriting Agreement, Investment Management Trust Agreement, Registration Rights Agreement, Private Placement Shares Purchase Agreements, and Forward Purchase Agreement) in connection with the offering.","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-08-06","form":"8-K","submitted_at":null,"items":[{"id":25212,"accession_number":"0001193125-26-338268","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"TCGX Acquisition Corp. consummated its IPO on August 6, 2026, raising $86.25 million through the issuance of 8,625,000 Class A ordinary shares at $10.00 per share. While technically an IPO/capital raise, the Item 1.01 disclosure emphasizes entry into material definitive agreements (Underwriting Agreement, Investment Management Trust Agreement, Registration Rights Agreement, Private Placement Shares Purchase Agreements, and Forward Purchase Agreement) in connection with the offering. The company is a special purpose acquisition company (SPAC) formed to effect a business combination, and the IPO proceeds and related agreements constitute the foundational capital structure for future M\u0026A activity. This is classified as ma_activity because the Item 1.01 framing and the nature of a SPAC's formation and capitalization align with material transaction activity, though it could alternatively be viewed as a dilutive_issuance or financial_other.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"","ticker":null,"filing_date":""},{"id":25216,"accession_number":"0001193125-26-338268","item_number":"8.01","item_title":null,"event_type":"earnings_release","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The Item 8.01 disclosure announces the completion of TCGX Acquisition Corp.'s initial public offering of 8,625,000 Class A ordinary shares at $10.00 per share, with $86.25 million in proceeds placed in trust. While technically an IPO announcement rather than earnings, this is a material capital-raising event disclosed via press release (Exhibit 99.2) that would significantly affect a reasonable investor's assessment of the registrant's financial position and future prospects. The closest taxonomy fit is earnings_release, as it involves a formal financial announcement via press release, though the event is fundamentally a dilutive equity issuance and capital raise rather than periodic financial results.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":24597,"run_id":22302,"accession_number":"0001193125-26-338268","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"TCGX Acquisition Corp. completed an unregistered private placement of 522,500 Class A ordinary shares at $10.00 per share ($5.225 million aggregate) to the Sponsor and Jefferies LLC, executed simultaneously with the IPO closing pursuant to Section 4(a)(2) exemption from registration.","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-08-06","form":"8-K","submitted_at":null,"items":[{"id":25213,"accession_number":"0001193125-26-338268","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered private placement of 522,500 Class A ordinary shares at $10.00 per share ($5.225 million aggregate) to the Sponsor and Jefferies LLC, executed simultaneously with the IPO closing. The shares were issued pursuant to Section 4(a)(2) exemption from registration, which is the hallmark of a dilutive private placement. This is a material capital-raising event typical of SPAC formations where insiders and underwriters purchase shares alongside the public IPO.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":24598,"run_id":22302,"accession_number":"0001193125-26-338268","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"TCGX Acquisition Corp. appointed three independent directors—Andrew Cheng, M.D., Ph.D., Ying Huang, Ph.D., and Wei Lin, M.D.—to the Board effective August 4, 2026, in connection with the IPO, establishing the initial board composition and governance structure of the newly public SPAC.","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-08-06","form":"8-K","submitted_at":null,"items":[{"id":25214,"accession_number":"0001193125-26-338268","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The Item 5.02 disclosure centers on the appointment of three independent directors—Andrew Cheng, M.D., Ph.D., Ying Huang, Ph.D., and Wei Lin, M.D.—to the Board effective August 4, 2026, in connection with the IPO. While the section also mentions the resignation of Chen Yu and Craig Skaling, the principal action disclosed is the appointment of the three new directors and their committee assignments. This is material to investors as it establishes the initial board composition and governance structure of the newly public SPAC.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":24599,"run_id":22302,"accession_number":"0001193125-26-338268","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"summary":"TCGX Acquisition Corp. adopted an Amended and Restated Memorandum and Articles of Association effective August 4, 2026, in connection with the Company's IPO, establishing the foundational corporate governance structure and defining shareholder rights and obligations for the newly public SPAC.","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-08-06","form":"8-K","submitted_at":null,"items":[{"id":25215,"accession_number":"0001193125-26-338268","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.03 disclosure reports adoption of an Amended and Restated Memorandum and Articles of Association in connection with the Company's IPO on August 4, 2026. This is a governance event—a charter amendment—that is material to investors as it establishes the foundational corporate governance structure for a newly public SPAC. While routine bylaw amendments are not material, charter amendments in connection with an IPO are material because they define the rights and obligations of shareholders and the company's governance framework going forward.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":25212,"accession_number":"0001193125-26-338268","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"TCGX Acquisition Corp. consummated its IPO on August 6, 2026, raising $86.25 million through the issuance of 8,625,000 Class A ordinary shares at $10.00 per share. While technically an IPO/capital raise, the Item 1.01 disclosure emphasizes entry into material definitive agreements (Underwriting Agreement, Investment Management Trust Agreement, Registration Rights Agreement, Private Placement Shares Purchase Agreements, and Forward Purchase Agreement) in connection with the offering. The company is a special purpose acquisition company (SPAC) formed to effect a business combination, and the IPO proceeds and related agreements constitute the foundational capital structure for future M\u0026A activity. This is classified as ma_activity because the Item 1.01 framing and the nature of a SPAC's formation and capitalization align with material transaction activity, though it could alternatively be viewed as a dilutive_issuance or financial_other.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-08-06"},{"id":25213,"accession_number":"0001193125-26-338268","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered private placement of 522,500 Class A ordinary shares at $10.00 per share ($5.225 million aggregate) to the Sponsor and Jefferies LLC, executed simultaneously with the IPO closing. The shares were issued pursuant to Section 4(a)(2) exemption from registration, which is the hallmark of a dilutive private placement. This is a material capital-raising event typical of SPAC formations where insiders and underwriters purchase shares alongside the public IPO.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-08-06"},{"id":25214,"accession_number":"0001193125-26-338268","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The Item 5.02 disclosure centers on the appointment of three independent directors—Andrew Cheng, M.D., Ph.D., Ying Huang, Ph.D., and Wei Lin, M.D.—to the Board effective August 4, 2026, in connection with the IPO. While the section also mentions the resignation of Chen Yu and Craig Skaling, the principal action disclosed is the appointment of the three new directors and their committee assignments. This is material to investors as it establishes the initial board composition and governance structure of the newly public SPAC.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-08-06"},{"id":25215,"accession_number":"0001193125-26-338268","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.03 disclosure reports adoption of an Amended and Restated Memorandum and Articles of Association in connection with the Company's IPO on August 4, 2026. This is a governance event—a charter amendment—that is material to investors as it establishes the foundational corporate governance structure for a newly public SPAC. While routine bylaw amendments are not material, charter amendments in connection with an IPO are material because they define the rights and obligations of shareholders and the company's governance framework going forward.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-08-06"},{"id":25216,"accession_number":"0001193125-26-338268","item_number":"8.01","item_title":null,"event_type":"earnings_release","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The Item 8.01 disclosure announces the completion of TCGX Acquisition Corp.'s initial public offering of 8,625,000 Class A ordinary shares at $10.00 per share, with $86.25 million in proceeds placed in trust. While technically an IPO announcement rather than earnings, this is a material capital-raising event disclosed via press release (Exhibit 99.2) that would significantly affect a reasonable investor's assessment of the registrant's financial position and future prospects. The closest taxonomy fit is earnings_release, as it involves a formal financial announcement via press release, though the event is fundamentally a dilutive equity issuance and capital raise rather than periodic financial results.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T00:19:03.529865+00:00","company_name":"TCGX Acquisition Corp.","ticker":null,"filing_date":"2026-08-06"}]}
