{"filing":{"accession_number":"0001829126-26-006250","cik":"0002002038","ticker":"LEGT-UN","company_name":"Legato Merger Corp. III","form":"8-K","filing_date":"2026-06-09","report_date":null,"primary_document":"legatomerger3_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2002038/000182912626006250/legatomerger3_8k.htm"},"events":[{"id":6079,"run_id":5339,"accession_number":"0001829126-26-006250","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"Legato Merger Corp. III completed its business combination with Einride on June 9, 2026, resulting in a change of control and transformation from a blank-check company into an operating entity. Legato merged with and into a Merger Sub, which survives as a wholly-owned subsidiary of Einride, with Legato ceasing to exist as a separate legal entity. The transaction involved entry into definitive agreements reassigning warrant agreements and registration rights, with Legato's securities replaced by Einride ordinary shares and ADSs.","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09","submitted_at":null,"items":[{"id":5681,"accession_number":"0001829126-26-006250","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"This Item 1.01 discloses entry into material definitive agreements on the \"Closing Date\" in connection with a transaction where Legato assigned all its rights and obligations under a warrant agreement to Einride, and warrants became exercisable for Einride ordinary shares instead of Legato shares. The assignment of warrant agreements and replacement of registration rights agreements are structural changes consistent with a merger or change of control completion. The reference to \"Closing Date\" and the comprehensive reassignment of securities-related agreements indicate this is the closing of a material acquisition or merger transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"","ticker":null,"filing_date":""},{"id":5682,"accession_number":"0001829126-26-006250","item_number":"1.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Item 1.02 discloses termination of the Investment Management Trust Agreement and replacement of the IPO Registration Rights Agreement \"in connection with the consummation of the Business Combination.\" The filing references Item 1.01 (which typically covers material acquisitions and mergers), indicating this is a material M\u0026A event. The termination of trust and registration agreements are ancillary to the completion of the business combination itself.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"","ticker":null,"filing_date":""},{"id":5683,"accession_number":"0001829126-26-006250","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 2.01 explicitly discloses \"Completion of Acquisition or Disposition of Assets\" and incorporates by reference Items 1.01 and 1.02, which cover entry into and completion of material acquisitions or dispositions. For a SPAC (Legato Merger Corp. III), completion of an acquisition represents the consummation of the merger transaction and is material to all investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"","ticker":null,"filing_date":""},{"id":5686,"accession_number":"0001829126-26-006250","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.01 discloses the consummation of a Business Combination resulting in a change of control of Legato Merger Corp. III. The filing explicitly states that Legato merged with and into Merger Sub (with Merger Sub surviving as a wholly-owned subsidiary of Einride) and that Legato ceased to exist as a separate legal entity. This is a completed merger and change of control transaction, which constitutes material M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"","ticker":null,"filing_date":""},{"id":5688,"accession_number":"0001829126-26-006250","item_number":"5.06","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.06 discloses that Legato ceased to be a shell company as a result of consummation of a Business Combination. This is a material change-of-control event — the completion of a merger or acquisition that transforms the registrant from a blank-check company into an operating entity. The language \"consummation of the Business Combination\" is the key signal of M\u0026A activity completion.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"","ticker":null,"filing_date":""},{"id":5689,"accession_number":"0001829126-26-006250","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the consummation of a Business Combination between Legato Merger Corp. III and Einride, announced via press release on June 9, 2026. A business combination represents a material acquisition or change of control event that fundamentally alters the registrant's corporate structure and is highly material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":6080,"run_id":5339,"accession_number":"0001829126-26-006250","anchor_item_number":"3.01","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"summary":"Following consummation of the business combination, Legato's listing transferred from NYSE American to Nasdaq, with Legato's units, ordinary shares, and warrants delisted from NYSE American and Einride's ADSs and warrants commencing trading on Nasdaq under ticker 'ENRD' on June 10, 2026.","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09","submitted_at":null,"items":[{"id":5684,"accession_number":"0001829126-26-006250","item_number":"3.01","item_title":null,"event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing discloses a transfer of listing from NYSE American to Nasdaq following consummation of a business combination. Legato and Einride notified NYSE American of delisting of Legato's units, ordinary shares, and warrants, with the new ADSs and warrants expected to commence trading on Nasdaq under ticker \"ENRD\" on June 10, 2026. This is a material change in listing venue that affects investor access and trading mechanics.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":6081,"run_id":5339,"accession_number":"0001829126-26-006250","anchor_item_number":"5.02","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"All of Legato's directors and officers resigned effective upon consummation of the business combination, representing a complete change in governance and control of the company.","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09","submitted_at":null,"items":[{"id":5687,"accession_number":"0001829126-26-006250","item_number":"5.02","item_title":null,"event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"All of Legato's directors and officers resigned effective upon consummation of the Business Combination, with the company explicitly stating these resignations were not due to disagreement. This is a wholesale departure of the entire board and management team, which is material to investors as it represents a complete change in governance and control following the merger with Einride.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":6082,"run_id":5339,"accession_number":"0001829126-26-006250","anchor_item_number":"3.03","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"summary":"The filing discloses a material modification to security holder rights in connection with the change of control and corporate governance restructuring resulting from the business combination.","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09","submitted_at":null,"items":[{"id":5685,"accession_number":"0001829126-26-006250","item_number":"3.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to security holder rights, with cross-references to Items 3.01 (change of control) and 5.01 (corporate governance changes). Without the full text of those referenced items, the specific nature of the modification cannot be determined with certainty. However, modifications to security holder rights in connection with a change of control or governance restructuring are material to investors. The event is classified as \"other_material\" due to insufficient detail in the excerpt alone to assign a more specific category.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":5681,"accession_number":"0001829126-26-006250","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"This Item 1.01 discloses entry into material definitive agreements on the \"Closing Date\" in connection with a transaction where Legato assigned all its rights and obligations under a warrant agreement to Einride, and warrants became exercisable for Einride ordinary shares instead of Legato shares. The assignment of warrant agreements and replacement of registration rights agreements are structural changes consistent with a merger or change of control completion. The reference to \"Closing Date\" and the comprehensive reassignment of securities-related agreements indicate this is the closing of a material acquisition or merger transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09"},{"id":5682,"accession_number":"0001829126-26-006250","item_number":"1.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Item 1.02 discloses termination of the Investment Management Trust Agreement and replacement of the IPO Registration Rights Agreement \"in connection with the consummation of the Business Combination.\" The filing references Item 1.01 (which typically covers material acquisitions and mergers), indicating this is a material M\u0026A event. The termination of trust and registration agreements are ancillary to the completion of the business combination itself.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09"},{"id":5683,"accession_number":"0001829126-26-006250","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 2.01 explicitly discloses \"Completion of Acquisition or Disposition of Assets\" and incorporates by reference Items 1.01 and 1.02, which cover entry into and completion of material acquisitions or dispositions. For a SPAC (Legato Merger Corp. III), completion of an acquisition represents the consummation of the merger transaction and is material to all investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09"},{"id":5684,"accession_number":"0001829126-26-006250","item_number":"3.01","item_title":null,"event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing discloses a transfer of listing from NYSE American to Nasdaq following consummation of a business combination. Legato and Einride notified NYSE American of delisting of Legato's units, ordinary shares, and warrants, with the new ADSs and warrants expected to commence trading on Nasdaq under ticker \"ENRD\" on June 10, 2026. This is a material change in listing venue that affects investor access and trading mechanics.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09"},{"id":5685,"accession_number":"0001829126-26-006250","item_number":"3.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to security holder rights, with cross-references to Items 3.01 (change of control) and 5.01 (corporate governance changes). Without the full text of those referenced items, the specific nature of the modification cannot be determined with certainty. However, modifications to security holder rights in connection with a change of control or governance restructuring are material to investors. The event is classified as \"other_material\" due to insufficient detail in the excerpt alone to assign a more specific category.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09"},{"id":5686,"accession_number":"0001829126-26-006250","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.01 discloses the consummation of a Business Combination resulting in a change of control of Legato Merger Corp. III. The filing explicitly states that Legato merged with and into Merger Sub (with Merger Sub surviving as a wholly-owned subsidiary of Einride) and that Legato ceased to exist as a separate legal entity. This is a completed merger and change of control transaction, which constitutes material M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09"},{"id":5687,"accession_number":"0001829126-26-006250","item_number":"5.02","item_title":null,"event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"All of Legato's directors and officers resigned effective upon consummation of the Business Combination, with the company explicitly stating these resignations were not due to disagreement. This is a wholesale departure of the entire board and management team, which is material to investors as it represents a complete change in governance and control following the merger with Einride.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09"},{"id":5688,"accession_number":"0001829126-26-006250","item_number":"5.06","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.06 discloses that Legato ceased to be a shell company as a result of consummation of a Business Combination. This is a material change-of-control event — the completion of a merger or acquisition that transforms the registrant from a blank-check company into an operating entity. The language \"consummation of the Business Combination\" is the key signal of M\u0026A activity completion.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09"},{"id":5689,"accession_number":"0001829126-26-006250","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the consummation of a Business Combination between Legato Merger Corp. III and Einride, announced via press release on June 9, 2026. A business combination represents a material acquisition or change of control event that fundamentally alters the registrant's corporate structure and is highly material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T10:04:01.553026+00:00","company_name":"Legato Merger Corp. III","ticker":"LEGT-UN","filing_date":"2026-06-09"}]}
