Apogee Acquisition Corp files 8-K to restate Q2 financial statements

Apogee Acquisition Corp (AACP) filed a Form 8-K on October 13, 2026, reporting that the company will restate its second-quarter financial statements after management identified errors in the unaudited condensed financial statements previously submitted to the Securities and Exchange Commission. The audit committee concluded that the previously issued data should no longer be relied upon.

The errors identified by management relate to the portion of proceeds from the sale of private placement units contributed to the trust account, as detailed in Note 4. Additionally, the company misreported the number of private placement units, outstanding Class A ordinary shares subject to possible redemption, and warrants in Notes 4, 7, and 8 of the original filing. The initial Form 10-Q for the quarterly period ended June 30, 2026, was filed with the SEC on August 20, 2026.

Following discussions between the audit committee and management, the board determined that the financial data required correction. The company plans to file Amendment No. 1 to the Q2 10-Q with the SEC on October 16, 2026, which will contain the restated financial statements. The audit committee and management have also discussed these matters with the company’s independent registered public accounting firm, Adeptus Partners, LLC.

In related personnel changes effective October 13, 2026, Anna Brunelle resigned from the Apogee Acquisition Corp board of directors and its audit and compensation committees. The next day, on October 14, 2026, the board appointed Christopher Valentine to fill the vacancy on the audit committee. Tom Watson also resigned from his position as Chief Operating Officer, effective October 14, 2026.

Apogee Acquisition Corp is a Cayman Islands corporation headquartered in Cheyenne, Wyoming. The company’s securities are registered under Section 12(b) of the Securities Exchange Act of 1934 and trade on The Nasdaq Stock Market LLC. Its registered securities include units consisting of one Class A ordinary share, one redeemable warrant, and one right to acquire one-fifth of a Class A ordinary share under the ticker AACPU. Class A ordinary shares trade as AACP, warrants as AACPW, and rights as AACPR. The company is designated as an emerging growth company under applicable securities rules.