{"filing":{"accession_number":"0001213900-26-085406","cik":"0002024459","ticker":"CHARU","company_name":"Charlton Aria Acquisition Corp","form":"8-K","filing_date":"2026-08-05","report_date":"2026-07-31","primary_document":"ea0300440-8k_charlton.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2024459/000121390026085406/ea0300440-8k_charlton.htm"},"events":[{"id":24780,"run_id":22470,"accession_number":"0001213900-26-085406","anchor_item_number":"2.03","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"summary":"Charlton Aria Acquisition Corp issued an unsecured promissory note (Extension Note) dated July 31, 2026, in the principal amount of $850,000 to the Sponsor. The note is convertible into equity at the Sponsor's option and includes default interest provisions, creating a direct financial obligation that extends the SPAC's business combination deadline from July 25, 2026 to October 25, 2026.","company_name":"Charlton Aria Acquisition Corp","ticker":"CHARU","filing_date":"2026-08-05","form":"8-K","submitted_at":null,"items":[{"id":25449,"accession_number":"0001213900-26-085406","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses entry into a material definitive agreement (Item 1.01) regarding a deadline extension for a SPAC's initial business combination. The Sponsor deposited $850,000 to extend the deadline from July 25, 2026 to October 25, 2026. While this is a contractual arrangement, it does not fit neatly into standard M\u0026A categories (ma_activity applies to completion or termination of acquisitions, not deadline extensions). The event is material to investors as it affects the timeline for the SPAC's business combination obligation and demonstrates continued sponsor commitment, but the specific nature—a deadline extension agreement rather than a business combination itself—places it in other_material.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:21:12.116792+00:00","company_name":"","ticker":null,"filing_date":""},{"id":25450,"accession_number":"0001213900-26-085406","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"The Company issued an unsecured promissory note (the \"Extension Note\") dated July 31, 2026, in the principal amount of $850,000 to the Sponsor. This represents creation of a direct financial obligation under Item 2.03. While the note is convertible into equity at the Sponsor's option and does not bear interest (except default interest), it is a debt instrument with a defined principal amount and repayment terms, making it a debt issuance rather than a routine administrative extension.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:21:12.116792+00:00","company_name":"","ticker":null,"filing_date":""},{"id":25451,"accession_number":"0001213900-26-085406","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.02 discloses an unregistered issuance of an \"Extension Note\" to the Sponsor under Section 4(a)(2) exemption, with underlying Units convertible into securities. While the primary economic substance is a sponsor deposit to extend the SPAC's business combination deadline, the filing explicitly classifies this under Item 3.02 (Unregistered Sales of Equity Securities) and references registration rights and conversion features, indicating an equity issuance component. The $850,000 deposit funds the extension but is paired with a security (the Extension Note) issued to the Sponsor, making this a dilutive issuance to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:21:12.116792+00:00","company_name":"","ticker":null,"filing_date":""},{"id":25452,"accession_number":"0001213900-26-085406","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The disclosure announces an extension of the deadline for completing an initial business combination (from July 25, 2026 to October 25, 2026) by a blank-check company (SPAC), funded by a $850,000 sponsor deposit. This is a material operational/strategic event for a SPAC, as the deadline extension directly affects the company's ability to consummate a business combination and avoid liquidation. While not fitting a specific named category, this is clearly an operational matter affecting the registrant's core purpose and timeline.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:21:12.116792+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":25449,"accession_number":"0001213900-26-085406","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses entry into a material definitive agreement (Item 1.01) regarding a deadline extension for a SPAC's initial business combination. The Sponsor deposited $850,000 to extend the deadline from July 25, 2026 to October 25, 2026. While this is a contractual arrangement, it does not fit neatly into standard M\u0026A categories (ma_activity applies to completion or termination of acquisitions, not deadline extensions). The event is material to investors as it affects the timeline for the SPAC's business combination obligation and demonstrates continued sponsor commitment, but the specific nature—a deadline extension agreement rather than a business combination itself—places it in other_material.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:21:12.116792+00:00","company_name":"Charlton Aria Acquisition Corp","ticker":"CHARU","filing_date":"2026-08-05"},{"id":25450,"accession_number":"0001213900-26-085406","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"The Company issued an unsecured promissory note (the \"Extension Note\") dated July 31, 2026, in the principal amount of $850,000 to the Sponsor. This represents creation of a direct financial obligation under Item 2.03. While the note is convertible into equity at the Sponsor's option and does not bear interest (except default interest), it is a debt instrument with a defined principal amount and repayment terms, making it a debt issuance rather than a routine administrative extension.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:21:12.116792+00:00","company_name":"Charlton Aria Acquisition Corp","ticker":"CHARU","filing_date":"2026-08-05"},{"id":25451,"accession_number":"0001213900-26-085406","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.02 discloses an unregistered issuance of an \"Extension Note\" to the Sponsor under Section 4(a)(2) exemption, with underlying Units convertible into securities. While the primary economic substance is a sponsor deposit to extend the SPAC's business combination deadline, the filing explicitly classifies this under Item 3.02 (Unregistered Sales of Equity Securities) and references registration rights and conversion features, indicating an equity issuance component. The $850,000 deposit funds the extension but is paired with a security (the Extension Note) issued to the Sponsor, making this a dilutive issuance to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:21:12.116792+00:00","company_name":"Charlton Aria Acquisition Corp","ticker":"CHARU","filing_date":"2026-08-05"},{"id":25452,"accession_number":"0001213900-26-085406","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The disclosure announces an extension of the deadline for completing an initial business combination (from July 25, 2026 to October 25, 2026) by a blank-check company (SPAC), funded by a $850,000 sponsor deposit. This is a material operational/strategic event for a SPAC, as the deadline extension directly affects the company's ability to consummate a business combination and avoid liquidation. While not fitting a specific named category, this is clearly an operational matter affecting the registrant's core purpose and timeline.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:21:12.116792+00:00","company_name":"Charlton Aria Acquisition Corp","ticker":"CHARU","filing_date":"2026-08-05"}]}
