{"filing":{"accession_number":"0001213900-26-092250","cik":"0002083564","ticker":null,"company_name":"BSTR Newco, LLC","form":"8-K","filing_date":"2026-08-20","report_date":"2026-08-20","primary_document":"ea0302679-8k425_bstr.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2083564/000121390026092250/ea0302679-8k425_bstr.htm"},"events":[{"id":28999,"run_id":26531,"accession_number":"0001213900-26-092250","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"BSTR Holdings, Inc. and Cantor Equity Partners I, Inc. (CEPO) terminated their business combination agreement dated July 16, 2025 (as amended March 25, 2026) effective August 20, 2026. The parties executed a Termination and Release Agreement, with BSTR agreeing to pay $15 million in termination fees, and intend to withdraw the Form S-4 registration statement.","company_name":"BSTR Newco, LLC","ticker":null,"filing_date":"2026-08-20","form":"8-K","submitted_at":null,"items":[{"id":31118,"accession_number":"0001213900-26-092250","item_number":"1.01","item_title":"Entry into a Material","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"BSTR announced termination of a business combination agreement with Cantor Equity Partners I, Inc. (CEPO) dated July 16, 2025. Item 1.01 explicitly covers \"Entry into a Material Definitive Agreement,\" and the press release confirms the parties \"agreed...to terminate the business combination agreement.\" This is a material M\u0026A event—the termination of a previously announced business combination—that would materially affect investor assessment of the registrant's strategic direction and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-21T10:03:19.171236+00:00","company_name":"","ticker":null,"filing_date":""},{"id":31119,"accession_number":"0001213900-26-092250","item_number":"1.02","item_title":"Termination of a","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses termination of a material business combination agreement dated July 16, 2025 (as amended March 25, 2026) between BSTR Holdings and Cantor Equity Partners I, Inc. The parties executed a Termination and Release Agreement on August 20, 2026, terminating the Business Combination Agreement in its entirety. This represents the termination of a material acquisition/change-of-control transaction, which falls squarely within Item 1.02 and the ma_activity event type. The $15 million termination payment obligation further underscores materiality.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-21T10:03:19.171236+00:00","company_name":"","ticker":null,"filing_date":""},{"id":31120,"accession_number":"0001213900-26-092250","item_number":"8.01","item_title":"Other Events.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses termination of a business combination agreement between BSTR and CEPO dated July 16, 2025, along with withdrawal of the related Form S-4 registration statement filed May 14, 2026. This is a material M\u0026A event—specifically the termination of a proposed merger or change-of-control transaction—which directly affects the registrant's strategic direction and capital structure. The press release confirms the termination and explains the decision was made jointly due to challenging market conditions affecting Bitcoin treasury vehicles.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-21T10:03:19.171236+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":31118,"accession_number":"0001213900-26-092250","item_number":"1.01","item_title":"Entry into a Material","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"BSTR announced termination of a business combination agreement with Cantor Equity Partners I, Inc. (CEPO) dated July 16, 2025. Item 1.01 explicitly covers \"Entry into a Material Definitive Agreement,\" and the press release confirms the parties \"agreed...to terminate the business combination agreement.\" This is a material M\u0026A event—the termination of a previously announced business combination—that would materially affect investor assessment of the registrant's strategic direction and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-21T10:03:19.171236+00:00","company_name":"BSTR Newco, LLC","ticker":null,"filing_date":"2026-08-20"},{"id":31119,"accession_number":"0001213900-26-092250","item_number":"1.02","item_title":"Termination of a","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses termination of a material business combination agreement dated July 16, 2025 (as amended March 25, 2026) between BSTR Holdings and Cantor Equity Partners I, Inc. The parties executed a Termination and Release Agreement on August 20, 2026, terminating the Business Combination Agreement in its entirety. This represents the termination of a material acquisition/change-of-control transaction, which falls squarely within Item 1.02 and the ma_activity event type. The $15 million termination payment obligation further underscores materiality.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-21T10:03:19.171236+00:00","company_name":"BSTR Newco, LLC","ticker":null,"filing_date":"2026-08-20"},{"id":31120,"accession_number":"0001213900-26-092250","item_number":"8.01","item_title":"Other Events.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses termination of a business combination agreement between BSTR and CEPO dated July 16, 2025, along with withdrawal of the related Form S-4 registration statement filed May 14, 2026. This is a material M\u0026A event—specifically the termination of a proposed merger or change-of-control transaction—which directly affects the registrant's strategic direction and capital structure. The press release confirms the termination and explains the decision was made jointly due to challenging market conditions affecting Bitcoin treasury vehicles.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-21T10:03:19.171236+00:00","company_name":"BSTR Newco, LLC","ticker":null,"filing_date":"2026-08-20"}]}