{"filing":{"accession_number":"0001493152-26-028579","cik":"0001926314","ticker":null,"company_name":"Ocean Capital Acquisition Corp","form":"8-K","filing_date":"2026-06-12","report_date":null,"primary_document":"form8-k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1926314/000149315226028579/form8-k.htm"},"events":[{"id":10872,"run_id":9539,"accession_number":"0001493152-26-028579","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"Ocean Capital Acquisition Corp consummated its IPO on June 10, 2026, raising $115 million in gross proceeds ($100 million from the initial offering plus $15 million from the over-allotment option) through entry into material definitive agreements including the Underwriting Agreement, Warrant Agreement, Rights Agreement, Investment Management Trust Agreement, and Sponsor Private Placement Units Purchase Agreement.","company_name":"Ocean Capital Acquisition Corp","ticker":null,"filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":7296,"accession_number":"0001493152-26-028579","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"Ocean Capital Acquisition Corp consummated its IPO on June 10, 2026, raising $115 million in gross proceeds ($100 million from the initial offering plus $15 million from the over-allotment option). While technically an IPO is a capital-raising event rather than a traditional M\u0026A transaction, the Item 1.01 disclosure of \"Entry into a Material Definitive Agreement\" combined with the listing of multiple material agreements (Underwriting Agreement, Warrant Agreement, Rights Agreement, Investment Management Trust Agreement, and Sponsor Private Placement Units Purchase Agreement) indicates this is a significant corporate event. The structure and materiality of the transaction—a blank-check SPAC formation with $115 million in proceeds—qualifies as material M\u0026A-adjacent activity under Item 1.01, though this could also be classified as \"other_material\" if IPO disclosures are considered outside the traditional M\u0026A taxonomy.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"","ticker":null,"filing_date":""},{"id":7300,"accession_number":"0001493152-26-028579","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"This disclosure describes the completion of an IPO by a blank-check acquisition company (SPAC), including the placement of $115 million in a trust account and the closing of the offering on June 10, 2026. While IPO closings are significant capital-raising events material to investors, they do not fit neatly into the standard 8-K taxonomy (not an earnings release, M\u0026A activity, or other enumerated event type). The Item 8.01 \"Other Events\" classification and the SPAC structure—with trust account mechanics and redemption provisions—indicate this is a material event disclosed outside the standard categories.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10873,"run_id":9539,"accession_number":"0001493152-26-028579","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 150,000 units to the Sponsor at $10.00 per unit ($1.5 million aggregate) pursuant to Section 4(a)(2) exemption, simultaneously with the IPO closing.","company_name":"Ocean Capital Acquisition Corp","ticker":null,"filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":7297,"accession_number":"0001493152-26-028579","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses an unregistered private placement of 150,000 units to the Sponsor at $10.00 per unit ($1.5 million aggregate) pursuant to Section 4(a)(2) exemption, completed simultaneously with the IPO closing. This is a classic dilutive issuance of equity securities to an insider (the Sponsor) and is material to investors assessing post-IPO ownership structure and dilution.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10874,"run_id":9539,"accession_number":"0001493152-26-028579","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Three directors—Pok Yu Chow, Hiu Man Cheng, and Hin Wing Wong—were appointed to the Board on May 4, 2026 in connection with the IPO and subsequently appointed to the Audit and Compensation Committees effective June 10, 2026, establishing the governance structure of the newly public company.","company_name":"Ocean Capital Acquisition Corp","ticker":null,"filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":7298,"accession_number":"0001493152-26-028579","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The disclosure centers on the appointment of three directors (Pok Yu Chow, Hiu Man Cheng, and Hin Wing Wong) to the Board on May 4, 2026 in connection with the IPO, and their subsequent appointment to the Audit and Compensation Committees effective June 10, 2026. While indemnity agreements are also mentioned, the principal disclosed action is the appointment of these individuals to board and committee roles. This is material to investors as it establishes the governance structure of the newly public company.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10875,"run_id":9539,"accession_number":"0001493152-26-028579","anchor_item_number":"5.03","event_type":"other_material","event_domain":"catchall","is_material":false,"confidence":0.85,"summary":"The company filed amended and restated memorandum and articles of association effective June 10, 2026 in connection with the IPO, with specific terms incorporated by reference to the Registration Statement.","company_name":"Ocean Capital Acquisition Corp","ticker":null,"filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":7299,"accession_number":"0001493152-26-028579","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":false,"confidence":0.85,"reasoning":"This disclosure concerns the filing of amended and restated memorandum and articles of association in connection with an IPO, effective June 10, 2026. While the document adoption itself is a corporate governance matter, the disclosure is routine administrative in nature—it documents the formalization of governing documents required for the IPO process. The specific terms are incorporated by reference to the Registration Statement, indicating this is standard IPO-related housekeeping rather than a material substantive change to the company's operations, financial condition, or capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":7296,"accession_number":"0001493152-26-028579","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"Ocean Capital Acquisition Corp consummated its IPO on June 10, 2026, raising $115 million in gross proceeds ($100 million from the initial offering plus $15 million from the over-allotment option). While technically an IPO is a capital-raising event rather than a traditional M\u0026A transaction, the Item 1.01 disclosure of \"Entry into a Material Definitive Agreement\" combined with the listing of multiple material agreements (Underwriting Agreement, Warrant Agreement, Rights Agreement, Investment Management Trust Agreement, and Sponsor Private Placement Units Purchase Agreement) indicates this is a significant corporate event. The structure and materiality of the transaction—a blank-check SPAC formation with $115 million in proceeds—qualifies as material M\u0026A-adjacent activity under Item 1.01, though this could also be classified as \"other_material\" if IPO disclosures are considered outside the traditional M\u0026A taxonomy.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"Ocean Capital Acquisition Corp","ticker":null,"filing_date":"2026-06-12"},{"id":7297,"accession_number":"0001493152-26-028579","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses an unregistered private placement of 150,000 units to the Sponsor at $10.00 per unit ($1.5 million aggregate) pursuant to Section 4(a)(2) exemption, completed simultaneously with the IPO closing. This is a classic dilutive issuance of equity securities to an insider (the Sponsor) and is material to investors assessing post-IPO ownership structure and dilution.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"Ocean Capital Acquisition Corp","ticker":null,"filing_date":"2026-06-12"},{"id":7298,"accession_number":"0001493152-26-028579","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The disclosure centers on the appointment of three directors (Pok Yu Chow, Hiu Man Cheng, and Hin Wing Wong) to the Board on May 4, 2026 in connection with the IPO, and their subsequent appointment to the Audit and Compensation Committees effective June 10, 2026. While indemnity agreements are also mentioned, the principal disclosed action is the appointment of these individuals to board and committee roles. This is material to investors as it establishes the governance structure of the newly public company.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"Ocean Capital Acquisition Corp","ticker":null,"filing_date":"2026-06-12"},{"id":7299,"accession_number":"0001493152-26-028579","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":false,"confidence":0.85,"reasoning":"This disclosure concerns the filing of amended and restated memorandum and articles of association in connection with an IPO, effective June 10, 2026. While the document adoption itself is a corporate governance matter, the disclosure is routine administrative in nature—it documents the formalization of governing documents required for the IPO process. The specific terms are incorporated by reference to the Registration Statement, indicating this is standard IPO-related housekeeping rather than a material substantive change to the company's operations, financial condition, or capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"Ocean Capital Acquisition Corp","ticker":null,"filing_date":"2026-06-12"},{"id":7300,"accession_number":"0001493152-26-028579","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"This disclosure describes the completion of an IPO by a blank-check acquisition company (SPAC), including the placement of $115 million in a trust account and the closing of the offering on June 10, 2026. While IPO closings are significant capital-raising events material to investors, they do not fit neatly into the standard 8-K taxonomy (not an earnings release, M\u0026A activity, or other enumerated event type). The Item 8.01 \"Other Events\" classification and the SPAC structure—with trust account mechanics and redemption provisions—indicate this is a material event disclosed outside the standard categories.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:08:15.091763+00:00","company_name":"Ocean Capital Acquisition Corp","ticker":null,"filing_date":"2026-06-12"}]}