{"filing":{"accession_number":"0001829126-26-008704","cik":"0002137679","ticker":null,"company_name":"OceanLight Acquisition Corp","form":"8-K","filing_date":"2026-08-12","report_date":"2026-08-07","primary_document":"oceanlightacq_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2137679/000182912626008704/oceanlightacq_8k.htm"},"events":[{"id":27277,"run_id":24848,"accession_number":"0001829126-26-008704","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"summary":"OceanLight Acquisition Corporation consummated its initial public offering on August 10, 2026, raising $100 million through the issuance of 10 million units and entering into multiple material definitive agreements including an Underwriting Agreement, Rights Agreement, Warrants Agreement, Investment Management Trust Agreement, and Registration Rights Agreement in connection with the IPO.","company_name":"OceanLight Acquisition Corp","ticker":null,"filing_date":"2026-08-12","form":"8-K","submitted_at":null,"items":[{"id":28731,"accession_number":"0001829126-26-008704","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"OceanLight Acquisition Corporation consummated its IPO on August 10, 2026, raising $100 million through the issuance of 10 million units. While technically an IPO rather than a traditional M\u0026A transaction, the Item 1.01 classification and the disclosure of multiple material definitive agreements (Underwriting Agreement, Rights Agreement, Warrants Agreement, Investment Management Trust Agreement, Registration Rights Agreement, and others) entered into in connection with the IPO constitute material capital-raising activity. The company is a blank-check SPAC formed for the purpose of effecting a business combination, making this IPO a foundational capital event material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-12T20:32:15.442926+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":27278,"run_id":24848,"accession_number":"0001829126-26-008704","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"OceanLight executed an unregistered private placement of 211,250 units to the Sponsor at $10.00 per unit, generating $2.1125 million in gross proceeds, pursuant to Section 4(a)(2) exemption, concurrent with the IPO.","company_name":"OceanLight Acquisition Corp","ticker":null,"filing_date":"2026-08-12","form":"8-K","submitted_at":null,"items":[{"id":28732,"accession_number":"0001829126-26-008704","item_number":"3.02","item_title":"Unregistered","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered private placement of 211,250 Units to the Sponsor at $10.00 per unit, generating $2.1125 million in gross proceeds, executed simultaneously with the IPO. The issuance was made pursuant to Section 4(a)(2) exemption from registration. This is a classic dilutive equity issuance to an insider (the Sponsor) concurrent with the company's IPO, materially affecting capitalization and ownership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-12T20:32:15.442926+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":27279,"run_id":24848,"accession_number":"0001829126-26-008704","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Effective August 7, 2026, Becky Fallon, Sean Michael Deegan, and Daniel M. McCabe were appointed as members of the board of directors in connection with the effectiveness of the Company's Registration Statement, with specified committee assignments and qualifications as independent directors and audit committee financial expert.","company_name":"OceanLight Acquisition Corp","ticker":null,"filing_date":"2026-08-12","form":"8-K","submitted_at":null,"items":[{"id":28733,"accession_number":"0001829126-26-008704","item_number":"5.02","item_title":"Departure","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses that effective August 7, 2026, three individuals—Becky Fallon, Sean Michael Deegan, and Daniel M. McCabe—became members of the board of directors in connection with the effectiveness of the Company's Registration Statement (its IPO). The disclosure specifies their committee assignments and qualifications as independent directors and audit committee financial expert, making this a clear executive appointment event tied to the company's initial public offering.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-12T20:32:15.442926+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":27280,"run_id":24848,"accession_number":"0001829126-26-008704","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.85,"summary":"OceanLight adopted Amended and Restated Memorandum and Articles of Association effective upon the Registration Statement's effectiveness, a routine governance matter for a newly public blank-check company.","company_name":"OceanLight Acquisition Corp","ticker":null,"filing_date":"2026-08-12","form":"8-K","submitted_at":null,"items":[{"id":28734,"accession_number":"0001829126-26-008704","item_number":"5.03","item_title":"Amendments","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.85,"reasoning":"Item 5.03 discloses adoption of Amended and Restated Memorandum and Articles of Association effective upon the Registration Statement's effectiveness. This is a routine governance/administrative matter—the adoption of governing documents for a newly public blank-check company. While the supplemental exhibits describe the IPO pricing and closing, the Item 5.03 section itself addresses only the bylaw/articles amendment, which is a standard governance disclosure that does not materially affect investor assessment of the registrant's operations, financial condition, or prospects.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-12T20:32:15.442926+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":28731,"accession_number":"0001829126-26-008704","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"OceanLight Acquisition Corporation consummated its IPO on August 10, 2026, raising $100 million through the issuance of 10 million units. While technically an IPO rather than a traditional M\u0026A transaction, the Item 1.01 classification and the disclosure of multiple material definitive agreements (Underwriting Agreement, Rights Agreement, Warrants Agreement, Investment Management Trust Agreement, Registration Rights Agreement, and others) entered into in connection with the IPO constitute material capital-raising activity. The company is a blank-check SPAC formed for the purpose of effecting a business combination, making this IPO a foundational capital event material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-12T20:32:15.442926+00:00","company_name":"OceanLight Acquisition Corp","ticker":null,"filing_date":"2026-08-12"},{"id":28732,"accession_number":"0001829126-26-008704","item_number":"3.02","item_title":"Unregistered","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered private placement of 211,250 Units to the Sponsor at $10.00 per unit, generating $2.1125 million in gross proceeds, executed simultaneously with the IPO. The issuance was made pursuant to Section 4(a)(2) exemption from registration. This is a classic dilutive equity issuance to an insider (the Sponsor) concurrent with the company's IPO, materially affecting capitalization and ownership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-12T20:32:15.442926+00:00","company_name":"OceanLight Acquisition Corp","ticker":null,"filing_date":"2026-08-12"},{"id":28733,"accession_number":"0001829126-26-008704","item_number":"5.02","item_title":"Departure","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses that effective August 7, 2026, three individuals—Becky Fallon, Sean Michael Deegan, and Daniel M. McCabe—became members of the board of directors in connection with the effectiveness of the Company's Registration Statement (its IPO). The disclosure specifies their committee assignments and qualifications as independent directors and audit committee financial expert, making this a clear executive appointment event tied to the company's initial public offering.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-12T20:32:15.442926+00:00","company_name":"OceanLight Acquisition Corp","ticker":null,"filing_date":"2026-08-12"},{"id":28734,"accession_number":"0001829126-26-008704","item_number":"5.03","item_title":"Amendments","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.85,"reasoning":"Item 5.03 discloses adoption of Amended and Restated Memorandum and Articles of Association effective upon the Registration Statement's effectiveness. This is a routine governance/administrative matter—the adoption of governing documents for a newly public blank-check company. While the supplemental exhibits describe the IPO pricing and closing, the Item 5.03 section itself addresses only the bylaw/articles amendment, which is a standard governance disclosure that does not materially affect investor assessment of the registrant's operations, financial condition, or prospects.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-12T20:32:15.442926+00:00","company_name":"OceanLight Acquisition Corp","ticker":null,"filing_date":"2026-08-12"}]}
