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FG Merger II Corp SEC Filings

FGMC NASDAQ

Welcome to our dedicated page for FG Merger II SEC filings (Ticker: FGMC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The SEC filings page for FG Merger II Corp. (FGMC) provides access to the company’s regulatory disclosures as a Nasdaq-listed special purpose acquisition company. FG Merger II Corp. is described in its public documents as a blank check company formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities.

Among the key filings highlighted in the available information is a Current Report on Form 8-K dated November 3, 2025. In this filing, FG Merger II Corp. reports entering into an Amendment to its Agreement and Plan of Merger with BOXABL Inc. and FG Merger Sub II Inc. The amendment extends the agreement end date for the merger from December 31, 2025 to March 31, 2026, and the full text of the amendment is included as an exhibit to the Form 8-K.

Other important documents referenced in company communications include a registration statement on Form S-4 filed with the U.S. Securities and Exchange Commission. This Form S-4 contains a preliminary joint proxy statement/prospectus for FGMC shareholders and BOXABL stockholders regarding the proposed merger and related matters, as well as a prospectus relating to the FGMC securities to be issued to BOXABL stockholders upon completion of the transaction.

Through Stock Titan’s interface, users can review FG Merger II Corp.’s Forms 8-K and the referenced Form S-4, along with any related exhibits. These filings explain the structure of the proposed business combination with BOXABL, outline conditions to closing, and include detailed risk disclosures and forward-looking statement language. Together, they form the primary source of official information about FGMC’s SPAC activities and its planned combination with BOXABL.

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FG Merger II Corp. and Boxabl Inc. disclosed a two-step merger under the Merger Agreement that will result in FG Merger II Corp. continuing as the surviving public company renamed BOXABL Inc.. Boxabl furnished an investor presentation outlining its modular factory-built housing technology, market opportunity, unit economics, product roadmap, milestones, and planned Form S-4 proxy/prospectus filings related to the proposed Business Combination.

The presentation cites a $2.2T TAM, a $36B SAM, Boxabl’s Casita (361 sq ft), factory cost estimates (example: $88/sq ft for a 2,400 sq ft unit at scale), prior crowdfunding of $235M, and operational targets including a 5,000-unit annual factory concept and 400,000 sqft of factories as milestones.

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FG Merger II Corp. and Boxabl Inc. disclosed an amendment to their merger timeline and related SEC filings. FGMC and Boxabl have mutually agreed to extend the outside date for completion of the merger to July 31, 2026, and an amended Form S-4 and an 8-K were filed.

The transaction remains a two-step merger in which FG Merger Sub II will first merge into Boxabl, followed by Boxabl merging into FGMC, after which the surviving public company will change its name to BOXABL Inc.

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FG Merger II Corp. (FGMC) and BOXABL Inc. have agreed to a business combination that would convert FGMC into a Texas corporation and rename it BOXABL Inc. The aggregate merger consideration is $3,500,000,000 at a deemed value of $10.00 per share, implying 350,000,000 merger-consideration shares in total.

The joint proxy/prospectus registers multiple classes of Combined Company securities, lists prospectuses for 247,331,061 shares of common stock and 102,668,939 shares of preferred stock, and describes redemption mechanics (illustrative trust-account redemption of approximately $10.35 per public share as of April 9, 2026). FGMC’s IPO raised $80,000,000; FGMC must complete an initial business combination by January 30, 2027.

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FG Merger II Corp. entered into an Amendment to its Agreement and Plan of Merger with BOXABL Inc. and FG Merger Sub II Inc. on April 6, 2026. The original merger agreement was dated August 4, 2025 and had previously been amended on November 3, 2025.

FG Merger II has filed a registration statement on Form S-4 with the SEC, which includes proxy materials for its shareholders and a prospectus covering securities to be issued to BOXABL shareholders if the transaction is completed. The proposed transaction will be submitted to FG Merger II shareholders for approval, and BOXABL stockholders and FG Merger II shareholders will receive a definitive proxy statement/prospectus after the registration statement is declared effective.

The filing includes extensive forward-looking statements about BOXABL’s business model, market opportunity, regulatory environment, financing needs and the anticipated benefits and timing of the proposed merger. It also highlights numerous risks that could cause actual results or the transaction outcome to differ materially from these expectations.

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FG Merger II Corp. (FGMC) is a blank-check company that completed an IPO of 8,000,000 units at $10.00 each on January 30, 2025, raising $80 million and placing $80,800,000 ($10.10 per unit) into a Nasdaq-qualifying Trust Account.

The SPAC has 24 months from the IPO closing to complete a business combination or redeem all public shares from the Trust Account. As of December 31, 2025, the Trust held $82,136,888, or about $10.27 per public share, and FGMC reported net income of $1,426,980, driven by $3,036,888 of investment income on Trust funds.

FGMC has signed a Merger Agreement with Boxable Inc. for a two-step merger valuing Boxable at $3.5 billion in FGMC preferred and common shares at a deemed $10 per share, with no minimum cash condition. Closing depends on shareholder approvals, an effective Form S-4, regulatory clearances, and listing of the combined company, with the outside date extended to March 31, 2026.

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FG Merger II Corp. proposes a business combination with Boxabl Inc. The merger agreement contemplates a two-step merger resulting in the public company being renamed BOXABL Inc. The communication also announces Boxabl's appointment of Shanmugam “Shan” Palaniappan as Chief Technology Officer as Boxabl says it will deepen software, automation, and AI capabilities while pursuing the proposed merger.

The filing notes FGMC has filed a Registration Statement on Form S-4 and that the transaction will be submitted to FGMC shareholders for approval; proxy materials and the merger agreement have been or will be filed with the SEC.

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FG Merger II Corp. proposes a business combination with Boxabl Inc. The merger agreement contemplates a two-step merger resulting in the public company being renamed BOXABL Inc. The communication also announces Boxabl's appointment of Shanmugam “Shan” Palaniappan as Chief Technology Officer as Boxabl says it will deepen software, automation, and AI capabilities while pursuing the proposed merger.

The filing notes FGMC has filed a Registration Statement on Form S-4 and that the transaction will be submitted to FGMC shareholders for approval; proxy materials and the merger agreement have been or will be filed with the SEC.

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FG Merger II Corp. disclosed a proposed two-step SPAC merger to combine with Boxabl Inc., under an Agreement and Plan of Merger entered August 4, 2025. The transaction contemplates FGMC as the surviving public company that will be renamed BOXABL Inc. and will use the anticipated ticker $BXBL.

The communication states shareholders of FGMC would convert automatically to the new share class at closing and that FGMC filed a Form S-4 and an 8-K containing the merger agreement. The parties said the merger deadline was extended to March 31, 2026, pending regulatory and shareholder approvals.

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RiverNorth Capital Management, LLC reported a significant ownership stake in FG Merger II Corp. common stock. The firm beneficially owns 642,969 shares, representing 6.24% of the outstanding common shares as of the reported date.

RiverNorth has sole power to vote and dispose of all 642,969 shares and no shared voting or dispositive power. The filing notes that other persons have the right to receive the proceeds from any sale of these securities. RiverNorth certifies the position is held in the ordinary course of business and not for the purpose of changing or influencing control of FG Merger II Corp.

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Highbridge Capital Management, LLC filed a Schedule 13G reporting beneficial ownership of 559,889 shares of FG Merger II Corp. common stock. This stake represents 5.4% of the class, based on 10,295,800 shares outstanding as of November 5, 2025, as disclosed in the company’s Form 10-Q.

Highbridge, a Delaware limited liability company and investment adviser to certain funds and accounts, reports sole voting and dispositive power over these shares, which are directly held by the Highbridge Funds. The filing states the position was acquired and is held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

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Barclays PLC has filed Amendment No. 1 to a Schedule 13G reporting its beneficial ownership in FG Merger II Corp. Barclays reports beneficial ownership of 250,009 shares of common stock, representing 2.42% of the class as of 12/31/2025, with sole voting and dispositive power over all reported shares.

The filing states that the securities were acquired and are held in the ordinary course of business, and not for the purpose of changing or influencing control of FG Merger II Corp. Barclays identifies Barclays Bank PLC as the relevant subsidiary and confirms its ownership is below 5% of the class.

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FAQ

How many FG Merger II (FGMC) SEC filings are available on StockTitan?

StockTitan tracks 20 SEC filings for FG Merger II (FGMC), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for FG Merger II (FGMC)?

The most recent SEC filing for FG Merger II (FGMC) was filed on April 21, 2026.