{"filing":{"accession_number":"0001213900-26-066255","cik":"0002102771","ticker":"KEYY","company_name":"Keystone Acquisition Corp.","form":"8-K","filing_date":"2026-06-08","report_date":null,"primary_document":"ea0293899-8k_keystone.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2102771/000121390026066255/ea0293899-8k_keystone.htm"},"events":[{"id":6251,"run_id":5484,"accession_number":"0001213900-26-066255","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"Keystone Acquisition Corp. consummated its IPO on June 4, 2026, raising $287.5 million through the issuance of 28.75 million units and entering into multiple definitive agreements (underwriting, warrant, trust, and registration rights agreements) central to the company's formation and capitalization as a special purpose acquisition company.","company_name":"Keystone Acquisition Corp.","ticker":"KEYY","filing_date":"2026-06-08","form":"8-K","submitted_at":null,"items":[{"id":5135,"accession_number":"0001213900-26-066255","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"Keystone Acquisition Corp. consummated its IPO on June 4, 2026, raising $287.5 million through the issuance of 28.75 million units. While technically an IPO rather than a traditional M\u0026A transaction, the filing is disclosed under Item 1.01 (Entry into Material Definitive Agreement) and represents a material capital-raising event that establishes the company's structure and funding for its stated purpose as a special purpose acquisition company (SPAC). The multiple definitive agreements entered into—underwriting, warrant, trust, and registration rights agreements—collectively constitute material definitive agreements central to the company's formation and capitalization.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"","ticker":null,"filing_date":""},{"id":5139,"accession_number":"0001213900-26-066255","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"This Item 8.01 disclosure describes the closing of Keystone Acquisition Corp.'s IPO and the placement of $288.2 million in net proceeds into a trust account, along with the trust account mechanics and redemption provisions. While IPO closings are significant capital-raising events material to investors, they do not fit neatly into the earnings_release category (which typically applies to periodic financial results) or any other more specific event type. The disclosure centers on the trust account structure and conditions for release of funds in connection with a future business combination, rather than on financial results or a specific M\u0026A transaction already underway.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":6252,"run_id":5484,"accession_number":"0001213900-26-066255","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"Keystone completed a private placement of 8,468,750 unregistered warrants to the Sponsor and Representatives for $8.47 million in gross proceeds, simultaneously with the IPO closing on June 4, 2026, with favorable terms including cashless exercise and registration rights.","company_name":"Keystone Acquisition Corp.","ticker":"KEYY","filing_date":"2026-06-08","form":"8-K","submitted_at":null,"items":[{"id":5136,"accession_number":"0001213900-26-066255","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This disclosure describes a private placement of 8,468,750 warrants to the Sponsor and Representatives for $8.47 million in gross proceeds, completed simultaneously with the IPO closing on June 4, 2026. The warrants are unregistered securities sold pursuant to Section 4(a)(2) exemption, with favorable terms (cashless exercise, non-redeemable, registration rights) that are typical of SPAC sponsor and underwriter compensation. This is a classic dilutive issuance material to investors assessing the capital structure and sponsor alignment in a newly public blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":6253,"run_id":5484,"accession_number":"0001213900-26-066255","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Three independent directors—Speaker John A. Boehner, Paul Y. Cho, and Martin Payne—were appointed to the Board effective June 2, 2026, in connection with the IPO, with committee assignments and equity compensation of 25,000 to 40,000 Class B ordinary shares each.","company_name":"Keystone Acquisition Corp.","ticker":"KEYY","filing_date":"2026-06-08","form":"8-K","submitted_at":null,"items":[{"id":5137,"accession_number":"0001213900-26-066255","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The disclosure centers on the appointment of three independent directors—Speaker John A. Boehner, Paul Y. Cho, and Martin Payne—to the Board effective June 2, 2026, in connection with the IPO. The filing details their committee assignments (Audit and Compensation), equity compensation (Class B ordinary shares ranging from 25,000 to 40,000 shares), and board structure. This is a material executive appointment event, as the addition of prominent independent directors to a newly public company's board is significant to investors assessing governance and board composition.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":6254,"run_id":5484,"accession_number":"0001213900-26-066255","anchor_item_number":"5.03","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"summary":"Keystone adopted an Amended and Restated Memorandum and Articles of Association in connection with the IPO on June 2, 2026, reflecting governance document changes required for the newly public company.","company_name":"Keystone Acquisition Corp.","ticker":"KEYY","filing_date":"2026-06-08","form":"8-K","submitted_at":null,"items":[{"id":5138,"accession_number":"0001213900-26-066255","item_number":"5.03","item_title":"Amendments to Certificate of Incorporation or Bylaws;","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses adoption of Amended and Restated Memorandum and Articles of Association in connection with an IPO on June 2, 2026. While this is a governance document change tied to a material corporate event (IPO), the disclosure itself focuses on the procedural amendment rather than a specific operational or financial event. The materiality stems from the IPO context, but the Item 5.03 disclosure is primarily administrative in nature—no specific substantive governance changes are detailed in the excerpt provided.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":5135,"accession_number":"0001213900-26-066255","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"Keystone Acquisition Corp. consummated its IPO on June 4, 2026, raising $287.5 million through the issuance of 28.75 million units. While technically an IPO rather than a traditional M\u0026A transaction, the filing is disclosed under Item 1.01 (Entry into Material Definitive Agreement) and represents a material capital-raising event that establishes the company's structure and funding for its stated purpose as a special purpose acquisition company (SPAC). The multiple definitive agreements entered into—underwriting, warrant, trust, and registration rights agreements—collectively constitute material definitive agreements central to the company's formation and capitalization.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"Keystone Acquisition Corp.","ticker":"KEYY","filing_date":"2026-06-08"},{"id":5136,"accession_number":"0001213900-26-066255","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This disclosure describes a private placement of 8,468,750 warrants to the Sponsor and Representatives for $8.47 million in gross proceeds, completed simultaneously with the IPO closing on June 4, 2026. The warrants are unregistered securities sold pursuant to Section 4(a)(2) exemption, with favorable terms (cashless exercise, non-redeemable, registration rights) that are typical of SPAC sponsor and underwriter compensation. This is a classic dilutive issuance material to investors assessing the capital structure and sponsor alignment in a newly public blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"Keystone Acquisition Corp.","ticker":"KEYY","filing_date":"2026-06-08"},{"id":5137,"accession_number":"0001213900-26-066255","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The disclosure centers on the appointment of three independent directors—Speaker John A. Boehner, Paul Y. Cho, and Martin Payne—to the Board effective June 2, 2026, in connection with the IPO. The filing details their committee assignments (Audit and Compensation), equity compensation (Class B ordinary shares ranging from 25,000 to 40,000 shares), and board structure. This is a material executive appointment event, as the addition of prominent independent directors to a newly public company's board is significant to investors assessing governance and board composition.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"Keystone Acquisition Corp.","ticker":"KEYY","filing_date":"2026-06-08"},{"id":5138,"accession_number":"0001213900-26-066255","item_number":"5.03","item_title":"Amendments to Certificate of Incorporation or Bylaws;","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses adoption of Amended and Restated Memorandum and Articles of Association in connection with an IPO on June 2, 2026. While this is a governance document change tied to a material corporate event (IPO), the disclosure itself focuses on the procedural amendment rather than a specific operational or financial event. The materiality stems from the IPO context, but the Item 5.03 disclosure is primarily administrative in nature—no specific substantive governance changes are detailed in the excerpt provided.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"Keystone Acquisition Corp.","ticker":"KEYY","filing_date":"2026-06-08"},{"id":5139,"accession_number":"0001213900-26-066255","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"This Item 8.01 disclosure describes the closing of Keystone Acquisition Corp.'s IPO and the placement of $288.2 million in net proceeds into a trust account, along with the trust account mechanics and redemption provisions. While IPO closings are significant capital-raising events material to investors, they do not fit neatly into the earnings_release category (which typically applies to periodic financial results) or any other more specific event type. The disclosure centers on the trust account structure and conditions for release of funds in connection with a future business combination, rather than on financial results or a specific M\u0026A transaction already underway.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-08T19:38:17.979871+00:00","company_name":"Keystone Acquisition Corp.","ticker":"KEYY","filing_date":"2026-06-08"}]}