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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 21, 2026
ARC
Group Acquisition I Corp
(Exact
name of registrant as specified in its charter)
| British
Virgin Islands |
|
001-43253 |
|
N/A 00-0000000 |
(State
or other jurisdiction of
incorporation
or organization) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
Number) |
398
S Mill Avenue, Suite 306, Tempe, AZ 85284
(Address
of principal executive offices, including zip code)
(928)
625-0928
(Registrant’s
telephone number, including area code)
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 |
| Units,
each consisting of one Class A ordinary share, par value $0.0001 per share, one warrant, and one right to acquire 1/4th
of one Class A ordinary share |
|
ARCLU |
|
The
Nasdaq Stock Market LLC |
| Class
A ordinary shares included as part of the Units |
|
ARCL |
|
The
Nasdaq Stock Market LLC |
| Rights
included as part of the Units |
|
ARCLR |
|
The
Nasdaq Stock Market LLC |
| Warrants,
each warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share |
|
ARCLW |
|
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 or Rule 12b-2
of the Securities Exchange Act of 1934.
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
8.01. Other Events
On
May 21, 2026, ARC Group Acquisition I Corp (the “Company”) issued a press release, a copy of which is attached as Exhibit
99.1 to this Current Report on Form 8-K, announcing that holders of the Company’s units may elect to separately trade the Class
A ordinary shares, warrants and rights included in its units commencing on or about May 28, 2026. Units not separated will continue to
trade on NASDAQ under the symbol “ARCLU.”
The
Class A ordinary shares, warrants and rights will trade on the NASDAQ Global Market (“NASDAQ”) under the symbols “ARCL,”
“ARCLW” and “ARCLR,” respectively.
As
previously announced, on May 5, 2026 and May 7, 2026, the Company completed its initial public offering of 12,075,000 units, which includes
the full exercise by the underwriters of its over-allotment option.
Item
9.01 Financial Statements and Exhibits.
EXHIBIT
INDEX
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated May 21, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the inline XBRL Document) |
SIGNATURES
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.
| Dated:
May 21, 2026 |
|
| |
|
| ARC
Group Acquisition I Corp |
|
| |
|
| By: |
/s/
Datuk Dr. Doris Wong Sing Ee |
|
| Name:
|
Datuk
Dr. Doris Wong Sing Ee |
|
| Title:
|
Chief
Executive Officer and Director |
|
Exhibit 99.1

ARC
Group Acquisition I Corp Announces the Separate Trading of its Ordinary Shares, Warrants and Rights
NEW
YORK, May 21, 2026 (GLOBE NEWSWIRE) — ARC Group Acquisition I Corp (NASDAQ: ARCL) (the “Company”) announced today that,
commencing May 28, 2026, holders of the units sold in the Company’s initial public offering of 12,075,000 units (the “Units”)
may commence separate trading of the underlying component securities. Each Unit consists of one ordinary share, par value $0.0001 per
ordinary share (the “Ordinary Share”), one redeemable warrant (the “Warrant”) and one right to receive one-fourth
(1/4) of one Ordinary Share upon the consummation of the Company’s initial business combination (the “Right”). Those
units not separated will continue to trade on the Nasdaq Global Market (“Nasdaq”) under the symbol “ARCLU.”
The
Ordinary Shares, the Warrants and the Rights that are separated will trade on Nasdaq under the symbols “ARCL,” “ARCLW”
and “ARCLR” respectively. Holders of units will need to have their securities brokers contact Efficiency INC., 2440 Sand
Hill Rd, Suite 101, Menlo Park, CA 94025, (415) 340-6708, the Company’s transfer agent, in order to separate the Units into Ordinary
Shares, Warrants and Rights.
The
Units were initially offered by the Company in an underwritten offering through ARC Group Securities LLC, which served as Lead Left Bookrunner
and acted as the representative of the underwriters of the offering. A registration statement on Form S-1 relating to these securities
(File Number 333-288410) was declared effective by the Securities and Exchange Commission on April 29, 2026. Copies of the registration
statement can be accessed through the SEC’s website at www.sec.gov.
About
ARC Group Acquisition I Corp
The
Company is a blank check company incorporated as a British Virgin Islands business company and formed for the purpose of effecting a
merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more
businesses. While the Company may pursue an acquisition opportunity in any business, industry, sector or geographical location, it intends
to identify and acquire a business where it believes its management teams’ and its affiliates’ expertise will provide it
with a competitive advantage, including technology, healthcare and logistics industries.
Forward-Looking
Statements
This
press release contains statements that constitute “forward-looking statements,” including with respect to the anticipated
use of the net proceeds from the offering. No assurance can be given that the Company will ultimately complete a business combination
transaction. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including
those set forth in the Risk Factors section of the Company’s registration statement and preliminary prospectus for the Company’s
offering filed with the U.S. Securities and Exchange Commission (the “SEC”). Copies of these documents are available on the
SEC’s website, at www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes
after the date of this release, except as required by law.
Contact:
ARC
Group Acquisition I Corp.
398
S Mill Avenue, Suite 306
Tempe,
AZ 85284
Attn: Datuk Dr. Doris Wong Sing Ee
Chief Executive Officer & Executive Director
(928) 625-0928