{"filing":{"accession_number":"0001213900-26-082795","cik":"0002104391","ticker":null,"company_name":"Catalyst Acquisition Corp.","form":"8-K","filing_date":"2026-07-29","report_date":"2026-07-27","primary_document":"ea0299623-8k_catalyst.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2104391/000121390026082795/ea0299623-8k_catalyst.htm"},"events":[{"id":21600,"run_id":19488,"accession_number":"0001213900-26-082795","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"Catalyst Acquisition Corp. consummated a $200 million IPO on July 27, 2026, and entered into multiple material definitive agreements (Underwriting Agreement, Investment Management Trust Agreement, Private Placement Units Purchase Agreement, Administrative Services Agreement, and others) establishing the blank-check SPAC structure for future business combination activity.","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29","form":"8-K","submitted_at":null,"items":[{"id":21280,"accession_number":"0001213900-26-082795","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"This Item 1.01 discloses Catalyst Acquisition Corp.'s consummation of a $200 million IPO on July 27, 2026, together with entry into multiple material definitive agreements (Underwriting Agreement, Investment Management Trust Agreement, Private Placement Units Purchase Agreement, Administrative Services Agreement, and others). While the primary event is an IPO capital raise, the Item is filed under 1.01 (Entry into a Material Definitive Agreement) and describes the company as a blank-check SPAC formed to effect a business combination. The material agreements and the capital raise structure are foundational to the company's ability to pursue future M\u0026A activity, making this a capital formation event with M\u0026A implications. However, this is technically an IPO/capital raise rather than a traditional M\u0026A transaction; the closest fit is ma_activity given the Item 1.01 classification and the SPAC structure's inherent M\u0026A purpose.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":21601,"run_id":19488,"accession_number":"0001213900-26-082795","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"The Company completed an unregistered private placement of 270,000 Private Placement Units to the Sponsor at $10.00 per unit ($2.7 million aggregate) pursuant to Section 4(a)(2) exemption, concurrent with the IPO closing on July 27, 2026.","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29","form":"8-K","submitted_at":null,"items":[{"id":21281,"accession_number":"0001213900-26-082795","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 270,000 Private Placement Units to the Sponsor at $10.00 per unit ($2.7 million aggregate), completed simultaneously with the IPO closing. The issuance was made pursuant to Section 4(a)(2) exemption from registration. This is a classic dilutive private placement concurrent with a public offering, material to investors assessing the capital structure and sponsor commitment in a blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":21602,"run_id":19488,"accession_number":"0001213900-26-082795","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Three directors—Melvin D. Lindsey, Richard W. Cook, and Christopher Heatherly—were appointed to the Board effective July 27, 2026, in connection with the IPO, with assignments to the Audit, Compensation, and Corporate Governance and Nominating committees.","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29","form":"8-K","submitted_at":null,"items":[{"id":21282,"accession_number":"0001213900-26-082795","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The Item 5.02 disclosure centers on the appointment of three directors (Melvin D. Lindsey, Richard W. Cook, and Christopher Heatherly) to the Board effective July 27, 2026, in connection with the Company's IPO. The filing also details their committee assignments (Audit, Compensation, and Corporate Governance and Nominating committees with specified chair roles). While the section also mentions indemnity agreements, the principal disclosed action is the appointment of these directors and their committee roles, making this an exec_appointment event. This is material as it establishes the governance structure of a newly public blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":21603,"run_id":19488,"accession_number":"0001213900-26-082795","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"summary":"Amended and restated memorandum and articles of association were filed with the Cayman Islands Registrar effective July 27, 2026, in connection with the IPO, establishing the governing documents for the newly public company.","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29","form":"8-K","submitted_at":null,"items":[{"id":21283,"accession_number":"0001213900-26-082795","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"Item 5.03 discloses the filing of amended and restated memorandum and articles of association with the Cayman Islands Registrar in connection with the IPO, effective July 27, 2026. This is a routine governance/corporate formality—the adoption of governing documents required for a newly public company. While the IPO itself is material (evidenced by the supplemental press releases), the specific disclosure here concerns only the procedural filing of constitutional documents, which is administrative in nature and does not materially affect investor assessment beyond what the IPO announcement already conveys.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":21604,"run_id":19488,"accession_number":"0001213900-26-082795","anchor_item_number":"8.01","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"summary":"Catalyst Acquisition Corp. priced and closed a $200 million IPO, with proceeds placed in a trust account pending a future business combination, establishing the company's public status and capital structure as a blank-check acquisition vehicle.","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29","form":"8-K","submitted_at":null,"items":[{"id":21284,"accession_number":"0001213900-26-082795","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"This Item 8.01 discloses the pricing and closing of a $200 million IPO by a blank-check acquisition company (SPAC), with proceeds placed in a trust account pending a business combination. While the IPO itself is a capital-raising event, it does not fit neatly into the standard taxonomy: it is not an earnings release, debt issuance, dilutive equity issuance (which typically refers to unregistered private placements), or dividend distribution. The event is material to investors as it establishes the company's public status and capital structure, but the taxonomy lacks a dedicated SPAC IPO category, making \"other_material\" the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":21280,"accession_number":"0001213900-26-082795","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"This Item 1.01 discloses Catalyst Acquisition Corp.'s consummation of a $200 million IPO on July 27, 2026, together with entry into multiple material definitive agreements (Underwriting Agreement, Investment Management Trust Agreement, Private Placement Units Purchase Agreement, Administrative Services Agreement, and others). While the primary event is an IPO capital raise, the Item is filed under 1.01 (Entry into a Material Definitive Agreement) and describes the company as a blank-check SPAC formed to effect a business combination. The material agreements and the capital raise structure are foundational to the company's ability to pursue future M\u0026A activity, making this a capital formation event with M\u0026A implications. However, this is technically an IPO/capital raise rather than a traditional M\u0026A transaction; the closest fit is ma_activity given the Item 1.01 classification and the SPAC structure's inherent M\u0026A purpose.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29"},{"id":21281,"accession_number":"0001213900-26-082795","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 270,000 Private Placement Units to the Sponsor at $10.00 per unit ($2.7 million aggregate), completed simultaneously with the IPO closing. The issuance was made pursuant to Section 4(a)(2) exemption from registration. This is a classic dilutive private placement concurrent with a public offering, material to investors assessing the capital structure and sponsor commitment in a blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29"},{"id":21282,"accession_number":"0001213900-26-082795","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The Item 5.02 disclosure centers on the appointment of three directors (Melvin D. Lindsey, Richard W. Cook, and Christopher Heatherly) to the Board effective July 27, 2026, in connection with the Company's IPO. The filing also details their committee assignments (Audit, Compensation, and Corporate Governance and Nominating committees with specified chair roles). While the section also mentions indemnity agreements, the principal disclosed action is the appointment of these directors and their committee roles, making this an exec_appointment event. This is material as it establishes the governance structure of a newly public blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29"},{"id":21283,"accession_number":"0001213900-26-082795","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"Item 5.03 discloses the filing of amended and restated memorandum and articles of association with the Cayman Islands Registrar in connection with the IPO, effective July 27, 2026. This is a routine governance/corporate formality—the adoption of governing documents required for a newly public company. While the IPO itself is material (evidenced by the supplemental press releases), the specific disclosure here concerns only the procedural filing of constitutional documents, which is administrative in nature and does not materially affect investor assessment beyond what the IPO announcement already conveys.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29"},{"id":21284,"accession_number":"0001213900-26-082795","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"This Item 8.01 discloses the pricing and closing of a $200 million IPO by a blank-check acquisition company (SPAC), with proceeds placed in a trust account pending a business combination. While the IPO itself is a capital-raising event, it does not fit neatly into the standard taxonomy: it is not an earnings release, debt issuance, dilutive equity issuance (which typically refers to unregistered private placements), or dividend distribution. The event is material to investors as it establishes the company's public status and capital structure, but the taxonomy lacks a dedicated SPAC IPO category, making \"other_material\" the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T20:11:51.256443+00:00","company_name":"Catalyst Acquisition Corp.","ticker":null,"filing_date":"2026-07-29"}]}
