{"filing":{"accession_number":"0001213900-26-087287","cik":"0002123955","ticker":null,"company_name":"Pinnacle Acquisition Corp","form":"8-K","filing_date":"2026-08-10","report_date":"2026-08-06","primary_document":"ea0301308-8k_pinnacle.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2123955/000121390026087287/ea0301308-8k_pinnacle.htm"},"events":[{"id":26652,"run_id":24230,"accession_number":"0001213900-26-087287","anchor_item_number":"1.01","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"summary":"Pinnacle Acquisition Corporation completed its IPO on August 6, 2026, issuing 20,000,000 units at $10.00 per unit for $200 million in gross proceeds, with the Underwriting Agreement with Santander and Private Placement Units Purchase Agreement with the Sponsor constituting material capital-raising agreements.","company_name":"Pinnacle Acquisition Corp","ticker":null,"filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27848,"accession_number":"0001213900-26-087287","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Pinnacle Acquisition Corporation completed its IPO on August 6, 2026, issuing 20,000,000 units at $10.00 per unit for $200 million in gross proceeds. While this is technically a registered public offering rather than an unregistered private placement, the Item 1.01 disclosure of entry into material definitive agreements related to the IPO—including the Underwriting Agreement with Santander and the Private Placement Units Purchase Agreement with the Sponsor—constitutes a material capital-raising event. The dilutive_issuance category best captures the equity issuance and capital-raising nature of the transaction, though a SPAC IPO is a distinct form of equity issuance.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"","ticker":null,"filing_date":""},{"id":27852,"accession_number":"0001213900-26-087287","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"This disclosure announces the completion 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 categories—it is neither a debt issuance, dilutive equity issuance (which typically refers to unregistered private placements), nor a traditional earnings or operational event. The event is material to investors as it establishes the company's public status and capital structure, but the domain (capital formation via registered public offering) lacks a dedicated category.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":26653,"run_id":24230,"accession_number":"0001213900-26-087287","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"The Sponsor purchased 225,000 private placement units at $10.00 per unit ($2.25 million aggregate) pursuant to Section 4(a)(2) exemption, completed simultaneously with the IPO closing.","company_name":"Pinnacle Acquisition Corp","ticker":null,"filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27849,"accession_number":"0001213900-26-087287","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":"Item 3.02 discloses a private placement of 225,000 units to the Sponsor at $10.00 per unit ($2.25 million aggregate) pursuant to Section 4(a)(2) exemption, completed simultaneously with the IPO closing. This is a classic dilutive unregistered equity issuance to an insider (the Sponsor) that would materially affect investor assessment of ownership dilution and capital structure in a newly public blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":26654,"run_id":24230,"accession_number":"0001213900-26-087287","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"Four directors—Andrew Rechtschaffen, Karen Martin, Paul Stoyan, and Harry Brandler—were appointed to the board in connection with the IPO on August 6, 2026, with assignments to specific board committees.","company_name":"Pinnacle Acquisition Corp","ticker":null,"filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27850,"accession_number":"0001213900-26-087287","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The Item 5.02 disclosure centers on the appointment of four directors (Andrew Rechtschaffen, Karen Martin, Paul Stoyan, and Harry Brandler) to the board in connection with the IPO on August 6, 2026, along with their assignments to specific board committees. While the section also mentions indemnity agreements (a compensatory/governance arrangement), the principal disclosed action is the appointment of these individuals to board roles and committee positions, making exec_appointment the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":26655,"run_id":24230,"accession_number":"0001213900-26-087287","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"summary":"Amended and restated memorandum and articles of association were filed with the Cayman Islands Registrar in connection with the IPO, effective August 6, 2026, reflecting the company's transition to public company status.","company_name":"Pinnacle Acquisition Corp","ticker":null,"filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27851,"accession_number":"0001213900-26-087287","item_number":"5.03","item_title":"Amendments to Certificate","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.03 disclosure concerns the filing of amended and restated memorandum and articles of association with the Cayman Islands Registrar in connection with the IPO, effective August 6, 2026. While this is a governance document amendment, the supplemental exhibits reveal the core material event is the completion of a $200 million IPO on August 10, 2026. However, the Item 5.03 section itself focuses narrowly on the constitutional amendment rather than the IPO itself, making this a governance-domain event. The amendment is material as it reflects the company's transition to public company status and governance structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":27848,"accession_number":"0001213900-26-087287","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Pinnacle Acquisition Corporation completed its IPO on August 6, 2026, issuing 20,000,000 units at $10.00 per unit for $200 million in gross proceeds. While this is technically a registered public offering rather than an unregistered private placement, the Item 1.01 disclosure of entry into material definitive agreements related to the IPO—including the Underwriting Agreement with Santander and the Private Placement Units Purchase Agreement with the Sponsor—constitutes a material capital-raising event. The dilutive_issuance category best captures the equity issuance and capital-raising nature of the transaction, though a SPAC IPO is a distinct form of equity issuance.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"Pinnacle Acquisition Corp","ticker":null,"filing_date":"2026-08-10"},{"id":27849,"accession_number":"0001213900-26-087287","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":"Item 3.02 discloses a private placement of 225,000 units to the Sponsor at $10.00 per unit ($2.25 million aggregate) pursuant to Section 4(a)(2) exemption, completed simultaneously with the IPO closing. This is a classic dilutive unregistered equity issuance to an insider (the Sponsor) that would materially affect investor assessment of ownership dilution and capital structure in a newly public blank-check company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"Pinnacle Acquisition Corp","ticker":null,"filing_date":"2026-08-10"},{"id":27850,"accession_number":"0001213900-26-087287","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The Item 5.02 disclosure centers on the appointment of four directors (Andrew Rechtschaffen, Karen Martin, Paul Stoyan, and Harry Brandler) to the board in connection with the IPO on August 6, 2026, along with their assignments to specific board committees. While the section also mentions indemnity agreements (a compensatory/governance arrangement), the principal disclosed action is the appointment of these individuals to board roles and committee positions, making exec_appointment the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"Pinnacle Acquisition Corp","ticker":null,"filing_date":"2026-08-10"},{"id":27851,"accession_number":"0001213900-26-087287","item_number":"5.03","item_title":"Amendments to Certificate","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.03 disclosure concerns the filing of amended and restated memorandum and articles of association with the Cayman Islands Registrar in connection with the IPO, effective August 6, 2026. While this is a governance document amendment, the supplemental exhibits reveal the core material event is the completion of a $200 million IPO on August 10, 2026. However, the Item 5.03 section itself focuses narrowly on the constitutional amendment rather than the IPO itself, making this a governance-domain event. The amendment is material as it reflects the company's transition to public company status and governance structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"Pinnacle Acquisition Corp","ticker":null,"filing_date":"2026-08-10"},{"id":27852,"accession_number":"0001213900-26-087287","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"This disclosure announces the completion 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 categories—it is neither a debt issuance, dilutive equity issuance (which typically refers to unregistered private placements), nor a traditional earnings or operational event. The event is material to investors as it establishes the company's public status and capital structure, but the domain (capital formation via registered public offering) lacks a dedicated category.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:36:26.342677+00:00","company_name":"Pinnacle Acquisition Corp","ticker":null,"filing_date":"2026-08-10"}]}