{"filing":{"accession_number":"0001213900-26-077592","cik":"0001956648","ticker":"NOEMR","company_name":"CO2 Energy Transition Corp.","form":"8-K","filing_date":"2026-07-13","report_date":null,"primary_document":"ea0297845-8k_co2energy.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1956648/000121390026077592/ea0297845-8k_co2energy.htm"},"events":[{"id":17624,"run_id":15793,"accession_number":"0001213900-26-077592","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"summary":"The Sponsor deposited $229,700 into the trust account and entered into a convertible promissory note (Second Extension Note) to extend the Company's deadline to consummate a Business Combination from June 22 to July 22, 2026, directly affecting the SPAC's ability to complete its material acquisition.","company_name":"CO2 Energy Transition Corp.","ticker":"NOEMR","filing_date":"2026-07-13","form":"8-K","submitted_at":null,"items":[{"id":16171,"accession_number":"0001213900-26-077592","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"This disclosure concerns a material definitive agreement (Item 1.01) whereby the Sponsor deposited $229,700 into the trust account and entered into a convertible promissory note to extend the Company's deadline to consummate a Business Combination from June 22 to July 22, 2026. While the extension itself is administrative, it directly relates to the Company's ability to complete a material acquisition or business combination, which is the core M\u0026A activity for a SPAC. The convertible note structure and extension mechanism are integral to the Business Combination timeline and would materially affect investor assessment of the transaction's likelihood and timing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-13T20:32:03.381339+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16172,"accession_number":"0001213900-26-077592","item_number":"2.03","item_title":"Creation of a Direct","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 2.03 discloses creation of a direct financial obligation through a \"Second Extension Note\" with defined maturity, acceleration triggers upon Event of Default, and prepayment restrictions requiring Sponsor consent. This is a material debt instrument creation, fitting the debt_issuance category. The reference to Item 1.01 (likely describing the underlying transaction) and the specific terms (maturity, default acceleration, prepayment restrictions) confirm a new direct financial obligation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-13T20:32:03.381339+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16173,"accession_number":"0001213900-26-077592","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"The disclosure describes an unregistered sale of equity securities under Section 4(a)(2) of the Securities Act, specifically Second Extension Note Securities including units, shares, warrants, and rights. The warrants entitle holders to purchase common stock at $11.50 per share and are exercisable on a cashless basis, with the Second Extension Note convertible into a maximum of 22,970 First Extension Units. This is a classic dilutive issuance of equity securities in reliance on a private placement exemption.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-13T20:32:03.381339+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":17625,"run_id":15793,"accession_number":"0001213900-26-077592","anchor_item_number":"8.01","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"The Company mailed proxy materials for an Annual Meeting of Stockholders to vote on multiple governance matters including extension of the business combination deadline, amendment of the Investment Management Trust Agreement, election of five board members, ratification of auditor appointment, and meeting adjournment authority.","company_name":"CO2 Energy Transition Corp.","ticker":"NOEMR","filing_date":"2026-07-13","form":"8-K","submitted_at":null,"items":[{"id":16174,"accession_number":"0001213900-26-077592","item_number":"8.01","item_title":"Other Events","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The disclosure announces mailing of proxy materials for an Annual Meeting of Stockholders covering multiple governance matters: extension of the business combination deadline, amendment of the Investment Management Trust Agreement, election of five board members, ratification of auditor appointment, and meeting adjournment authority. While the filing includes shareholder votes, the core event is the announcement of the proxy solicitation itself rather than vote results, and the substance centers on governance proposals (deadline extension, trust agreement amendment, board elections, auditor ratification) that do not fit a single named category. This is a material governance event requiring stockholder action on the company's continued existence as a SPAC.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-13T20:32:03.381339+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":16171,"accession_number":"0001213900-26-077592","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"This disclosure concerns a material definitive agreement (Item 1.01) whereby the Sponsor deposited $229,700 into the trust account and entered into a convertible promissory note to extend the Company's deadline to consummate a Business Combination from June 22 to July 22, 2026. While the extension itself is administrative, it directly relates to the Company's ability to complete a material acquisition or business combination, which is the core M\u0026A activity for a SPAC. The convertible note structure and extension mechanism are integral to the Business Combination timeline and would materially affect investor assessment of the transaction's likelihood and timing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-13T20:32:03.381339+00:00","company_name":"CO2 Energy Transition Corp.","ticker":"NOEMR","filing_date":"2026-07-13"},{"id":16172,"accession_number":"0001213900-26-077592","item_number":"2.03","item_title":"Creation of a Direct","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 2.03 discloses creation of a direct financial obligation through a \"Second Extension Note\" with defined maturity, acceleration triggers upon Event of Default, and prepayment restrictions requiring Sponsor consent. This is a material debt instrument creation, fitting the debt_issuance category. The reference to Item 1.01 (likely describing the underlying transaction) and the specific terms (maturity, default acceleration, prepayment restrictions) confirm a new direct financial obligation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-13T20:32:03.381339+00:00","company_name":"CO2 Energy Transition Corp.","ticker":"NOEMR","filing_date":"2026-07-13"},{"id":16173,"accession_number":"0001213900-26-077592","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"The disclosure describes an unregistered sale of equity securities under Section 4(a)(2) of the Securities Act, specifically Second Extension Note Securities including units, shares, warrants, and rights. The warrants entitle holders to purchase common stock at $11.50 per share and are exercisable on a cashless basis, with the Second Extension Note convertible into a maximum of 22,970 First Extension Units. This is a classic dilutive issuance of equity securities in reliance on a private placement exemption.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-13T20:32:03.381339+00:00","company_name":"CO2 Energy Transition Corp.","ticker":"NOEMR","filing_date":"2026-07-13"},{"id":16174,"accession_number":"0001213900-26-077592","item_number":"8.01","item_title":"Other Events","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The disclosure announces mailing of proxy materials for an Annual Meeting of Stockholders covering multiple governance matters: extension of the business combination deadline, amendment of the Investment Management Trust Agreement, election of five board members, ratification of auditor appointment, and meeting adjournment authority. While the filing includes shareholder votes, the core event is the announcement of the proxy solicitation itself rather than vote results, and the substance centers on governance proposals (deadline extension, trust agreement amendment, board elections, auditor ratification) that do not fit a single named category. This is a material governance event requiring stockholder action on the company's continued existence as a SPAC.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-13T20:32:03.381339+00:00","company_name":"CO2 Energy Transition Corp.","ticker":"NOEMR","filing_date":"2026-07-13"}]}