false --12-31 0002112457 00-0000000 0002112457 2026-05-20 2026-05-20 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 20, 2026 AMANAT ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands 001-43237 N/A (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 153 Central
Avenue C/O 56 Westfield , NJ 07091 (Address of principal executive offices, including
zip code) 201 - 688-0364 (Registrant’s telephone number, including
area code) Not Applicable (Former name or former address, if changed since
last report) Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b)
of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A ordinary shares, par value $0.0001 per share AMAN The Nasdaq Stock Market LLC Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter). ☒ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 1.01. Entry into Material Definitive Agreement. On May 18, 2026, Amanat Acquisition
Corp (the “ Company ”) consummated its initial public offering (the “ IPO ”) of 7,500,000 Class A ordinary
shares, par value $0.0001 per share (the “ Class A Ordinary Shares ”). The Class A Ordinary Shares were sold at a price
of $10.00 per share, generating gross proceeds to the Company of $75,000,000. The Company has granted
the underwriter a 45-day option to purchase up to 1,125,000 additional Class A Ordinary Shares at the initial public offering price, less
underwriting discounts and commissions, to cover over-allotments, if any. In connection with the IPO,
the Company entered into the following agreements, forms of which were previously filed as exhibits to the Company’s Registration
Statement on Form S-1 (File No. 333- 295170) for the IPO, originally filed with the U.S. Securities and Exchange Commission (the “ Commission ”)
on April 17, 2026 (as amended, the “ Registration Statement ”): ● An Underwriting Agreement, dated May 18, 2026, between the Company
and Leerink Partners LLC, a copy of which is attached as Exhibit 1.1 hereto and incorporated herein by reference. ● A Letter Agreement, dated May 18, 2026 (“ Letter Agreement ”),
among the Company, the Company’s sponsor, Amanat Sponsor Holdings LLC (the “ Sponsor ”) and each of the officers
and directors of the Company, a copy of which is attached as Exhibit 10.1 hereto and incorporated herein by reference. ● An Investment Management Trust Agreement, dated May 18, 2026,
between the Company and Continental Stock Transfer & Trust Company, as trustee, a copy of which is attached as Exhibit 10.2 hereto
and incorporated herein by reference. ● A Registration Rights Agreement, dated May 18, 2026, among the
Company, the Sponsor and the Holders signatory thereto, a copy of which is attached as Exhibit 10.3 hereto and incorporated herein by
reference. ● A Private Placement Shares Purchase Agreement, dated May 18,
2026 (the “ Private Placement Shares Purchase Agreement ”), between the Company and the Sponsor, a copy of which is
attached as Exhibit 10.4 hereto and incorporated herein by reference. ● An Administrative Services and Indemnification Agreement, dated
May 18, 2026, between the Company and the Sponsor, a copy of which is attached as Exhibit 10.5 hereto and incorporated herein by reference. ● Indemnity Agreements, each dated May 18, 2026 (each, an “ Indemnity
Agreement ”), between the Company and each of its officers and directors, substantially in the form attached hereto as Exhibit
10.6. The material terms of such
agreements are fully described in the Company’s final prospectus, dated May 18, 2026, as filed with the Commission on May 20, 2026
(the “ Prospectus ”) and are incorporated herein by reference. Item 3.02. Unregistered Sales of Equity Securities. Simultaneously with the closing
of the IPO, pursuant to the Private Placement Shares Purchase Agreement, the Company completed the private sale of 300,000 Class A Ordinary
Shares (the “ Private Placement Shares ”) at a purchase price of $10.00 per Private Placement Share, to the Sponsor,
generating gross proceeds to the Company of $3,000,000. The Private Placement Shares are identical to the Class A Ordinary Shares sold
in the IPO, except that, so long as they are held by the Sponsor and its permitted transferees: (i) they may not, subject to certain limited
exceptions, be transferred, assigned or sold until 30 days after the completion of a business combination and (ii) they are entitled to
registration rights. In
addition, the Sponsor has agreed to waive its redemption rights with respect to the
Private Placement Shares in connection with (i) the consummation of the Company’s initial business combination, or (ii) a
shareholder vote to approve an amendment to the Company’s amended and restated memorandum and articles of association
to modify the substance or timing of the Company’s obligation to redeem 100% of the Class A Ordinary Shares sold in the IPO if
the Company has not consummated a business combination within 24 months of the closing of the IPO (or such other time period
pursuant to an amendment to the Amended Charter (as defined below)) or with respect to any other material provisions relating to
shareholders’ rights or pre-initial business combination activity. 1 Item 5.02. Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On May 18, 2026, in connection
with the IPO, Ms. Rakhi Kumar, Mr. Brad Middlekauff, and Mr. Patrick Crutcher (the “ Directors ”) were appointed to the
board of directors of the Company (the “ Board ”). The Directors are independent directors. Effective May 18, 2026, the
Directors were also appointed to the Board’s (i) Audit Committee, with Ms. Kumar serving as chair of the Audit Committee, (ii) Compensation
Committee, with Mr. Middlekauff serving as chair of the Compensation Committee and (iii) Nominating and Corporate Governance Committee,
with Mr. Crutcher serving as chair of the Nominating and Corporate Governance Committee. In connection with their appointments
to the Board, each Director entered into the Letter Agreement as well as an Indemnity Agreement with the Company. Other than the foregoing,
none of the Directors are party to any arrangement or understanding with any person pursuant to which they were appointed as directors,
nor are they party to any transactions required to be disclosed under Item 404(a) of Regulation S-K involving the Company. The foregoing descriptions
of the Letter Agreement and the form of indemnity agreement do not purport to be complete and are qualified in their entireties by reference
to the Letter Agreement and form of indemnity agreement, copies of which are attached as Exhibits 10.1 and 10.6 hereto, respectively,
and are incorporated herein by reference. Item 5.03. Amendments to Articles of Incorporation
or Bylaws; Change in Fiscal Year On May 18, 2026, in connection
with the IPO, the Company filed its amended and restated memorandum and articles of association (the “ Amended Charter ”)
with the Cayman Islands General Registry, effective the same day. The terms of the Amended Charter are set forth in the Registration Statement
on pages 151 to 153 and are incorporated herein by reference. A copy of the Amended Charter is attached as Exhibit 3.1 hereto and incorporated
herein by reference. Item 8.01. Other Events. A total of $75,000,000 comprised
of the net proceeds from the IPO and the sale of the Private Placement Shares were placed in a U.S.-based trust account maintained by
Continental Stock Transfer & Trust Company, acting as trustee. Except with respect to interest earned on the funds in the trust account
that may be released to the Company to pay its taxes and up to $100,000 of interest to pay dissolution expenses, the funds held in the
trust account will not be released from the trust account until the earliest of (i) the completion of the Company’s initial business
combination, (ii) the redemption of the Class A Ordinary Shares sold in the IPO (the “ public shares ”) if the Company
is unable to complete its initial business combination within 24 months from the closing of the IPO, subject to applicable law or (iii)
the redemption of any of the Company’s public shares properly tendered in connection with a shareholder vote to amend the Amended
Charter (A) to modify the substance or timing of its obligation to allow redemption in connection with the Company’s initial business
combination or to redeem 100% of the Company’s public shares if it does not complete its initial business combination within 24
months from the closing of the IPO or (B) with respect to any other provision relating to shareholders’ rights or pre-business combination
activity. On May 19, 2026, the Company
issued a press release announcing the pricing of the IPO, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K. 2 Item 9.01. Financial Statements and Exhibits. (d) Exhibits EXHIBIT INDEX Exhibit No. Description 1.1 Underwriting Agreement, dated May 18, 2026, between the Company and Leerink Partners LLC. 3.1 Amended and Restated Memorandum and Articles of Association. 10.1 Letter Agreement, dated May 18, 2026, among the Company, Amanat Sponsor Holdings LLC and each of the officers and directors of the Company. 10.2 Investment Management Trust Agreement, dated May 18, 2026, between the Company and Continental Stock Transfer & Trust Company, as trustee. 10.3 Registration Rights Agreement, dated May 18, 2026, among the Company, Amanat Sponsor Holdings LLC,  and the Holders signatory thereto. 10.4 Private Placement Shares Purchase Agreement, dated May 18, 2026, between the Company and Amanat Sponsor Holdings LLC 10.5 Administrative Services and Indemnification Agreement, dated May 18, 2026, between the Company and Amanat Sponsor Holdings LLC 10.6 Form of Indemnity Agreement (incorporated by reference to Exhibit 10.5 to the Company’s Registration Statement on Form S-1 (File No. 333-295170), filed with the Securities and Exchange Commission on April 17, 2026). 99.1 Press Release, dated May 19, 2026. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3 SIGNATURE Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized. Amanat Acquisition Corp Date: May 21, 2026 By: /s/ Pavan Cheruvu Name: Pavan Cheruvu Title: Chief Executive Officer 4

Amanat Acquisition Corp completed its IPO on May 18, 2026, raising $75 million through the sale of 7.5 million Class A ordinary shares at $10 per share, with an additional greenshoe option for 1.125 million shares. This capital raise positions the SPAC to pursue acquisition targets and expand operations.

On May 18, 2026, Amanat Acquisition Corp consummated its initial public offering (IPO) of 7,500,000 Class A ordinary shares at a price of $10.00 per share, generating gross proceeds of $75,000,000. The company has also granted the underwriter an option to purchase up to 1,125,000 additional shares within 45 days at the IPO price to cover any overallotments. This significant liquidity event marks a pivotal moment for Amanat Acquisition Corp, highlighting its strategic intent to access capital markets and expand its operational scope.

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