Welcome to our dedicated page for Graf Global SEC filings (Ticker: GRAF), 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.
Graf Global Corp. filings document the company's SPAC structure, listed securities, capital structure and reporting obligations. Its records include Form 8-K disclosure for exchange-compliance matters and Form 12b-25 notification related to a delayed Form 10-K.
The filings identify Graf Global as a Cayman Islands issuer with Class A ordinary shares, units and warrants listed on NYSE American. They also disclose SPAC-related governance matters, emerging growth company status, shareholder-vote categories and security terms, including the unit composition and warrant structure.
Graf Global Corp. reports that its sponsor and three directors converted an aggregate of 5,749,999 Class B ordinary shares into 5,749,999 Class A ordinary shares on a one-for-one basis. This internal recapitalization was effected under the company’s governing documents and relied on a Section 3(a)(9) exemption from Securities Act registration.
After these conversions, as of June 18, 2026, Graf Global had 28,749,999 Class A ordinary shares and 1 remaining Class B ordinary share outstanding, which is held by the sponsor. The newly issued Class A shares carry the same transfer restrictions and waiver of redemption rights that previously applied to the converted Class B shares.
Graf Global Corp. filed a Rule 425 communication regarding the proposed business combination with BIG3 HoldCo LLC and Halfcourt Holdco, Inc., referencing the Business Combination Agreement dated June 12, 2026 and a social media post by BIG3 on June 16, 2026.
The filing states that PubCo and BIG3 intend to file a registration statement on Form S-4, and that, after effectiveness, Graf will mail the proxy statement included therein to Graf shareholders for a vote on the proposed transaction. The communication cautions that it is not a substitute for the registration statement and highlights forward-looking statements and customary risks.
Graf Global Corp. furnished communications under Rule 425 relating to the previously disclosed Business Combination Agreement with BIG3 HoldCo LLC and Halfcourt Holdco, Inc., including social media posts and a Sports Business Journal article dated June 15, 2026.
The filing states that an investor presentation and the Business Combination Agreement (dated June 12, 2026) were filed as exhibits to Form 8-Ks and that PubCo and BIG3 intend to file a registration statement on Form S-4; after effectiveness Graf will mail the proxy statement to Graf shareholders in connection with the vote on the proposed business combination.
Graf Global Corp. filed a communication under Rule 425 reprinting media coverage and management comments about a proposed business combination with BIG3 HoldCo LLC and Halfcourt Holdco, Inc. The Bloomberg article values BIG3 at $290 million pre-money and states 100% of existing equity is expected to convert to common stock at closing.
The parties filed an investor presentation and the Business Combination Agreement dated June 12, 2026 as exhibits to Form 8-K; PubCo and BIG3 intend to file a registration statement on Form S-4. The filing notes the transaction is expected to close in the fourth quarter and describes required SEC filings and proxy solicitation steps, including that materials will be mailed after the Registration Statement is declared effective.
Graf Global Corp. (GRAF) entered into a Business Combination Agreement to combine with BIG3 HoldCo LLC through a series of transactions including a Domestication to Delaware, reciprocal mergers (the SPAC Merger and Company Merger) and related arrangements. The aggregate Merger Consideration for Big3 equity equals ( $290,000,000 plus Big3's Cash Position ) divided by the Per Share Price, and Pubco will issue an additional 2,000,000 Earnout Shares subject to vesting tied to a $15.00 per-share earnout trigger or a qualifying sale. The parties anticipate Closing in Q4 2026, subject to shareholder, noteholder and customary closing conditions, including at least $50,000,000 available from Graf’s Trust Account plus transaction financing. Graf also issued a $200,000 convertible promissory note with a $10.00 conversion price and associated warrants. Various ancillary agreements include a Sponsor Support Agreement, lock-ups, registration rights, warrant assumption and sponsor indemnification.
Graf Global Corp. amended a prior report to detail its planned business combination with BIG3 HoldCo LLC, which runs a professional three‑on‑three basketball league. The deal will be executed through a Domestication to Delaware and dual mergers into a new holding company, Pubco.
Big3 equity and convertible holders will receive Pubco stock based on a $290,000,000 equity value plus Big3’s cash, divided by a per‑share price, plus 2,000,000 earnout shares that vest if Pubco’s stock reaches $15.00 or in a qualifying sale. Closing is targeted for Q4 2026, subject to shareholder approvals, regulatory clearances and a minimum $50,000,000 cash condition.
The filing also describes sponsor support, forfeiture and earnout equity, lock‑ups, registration rights, warrant assumption, a dual‑class voting structure at Pubco, and a fully drawn $200,000 convertible promissory note that can convert into Graf Class A shares at $10.00 per share with associated warrants.
Graf Global Corp. and BIG3 HoldCo LLC announced they entered into a Business Combination Agreement on June 12, 2026 to pursue a proposed business combination. The parties intend to file a registration statement on Form S-4 and, after effectiveness, Graf will mail the proxy statement to Graf shareholders for a vote. Graf previously filed and mailed an Extension Proxy Statement to extend the date to complete an initial business combination; Graf shareholders of record as of June 1, 2026 were provided the proxy materials. The press release and investor presentation are furnished as Exhibits 99.1 and 99.2 to this report. The filing contains forward-looking statements and describes customary risks and the need to read the Registration Statement and proxy materials when available.
Graf Global Corp. is moving to merge with BIG3 HoldCo LLC, owner of the BIG3 professional 3‑on‑3 basketball league, through a SPAC business combination that would create Big3 Basketball Holdings, Inc. listed under the ticker “TONT.”
The deal values BIG3 at $290 million pre‑money, with a pro forma enterprise value of about $331.7 million, funded by Graf’s SPAC trust and a potential PIPE. Existing BIG3 owners are expected to roll over 100% of their equity, and can earn an additional 2 million shares if the new stock trades at or above $15.00 for a sustained period or in a qualifying sale. Closing is targeted for the fourth quarter of 2026 and depends on Graf maintaining at least $50 million in net cash after redemptions and expenses, shareholder approvals, regulatory clearance and exchange listing.
Graf Global Corp. is calling an extraordinary general meeting on June 26, 2026 to ask shareholders to approve an extension of the SPAC’s deadline to complete an initial business combination. The current outside date of June 27, 2026 would be extended to September 27, 2026, with the Board able to add up to three additional one‑month extensions to December 27, 2026 if a definitive agreement is signed by September 27.
Public shareholders may redeem Class A ordinary shares for cash equal to funds in the Trust Account (anticipated at about $10.83 per share) regardless of how they vote. If the extension is not approved and no deal closes by June 27, 2026, the SPAC will liquidate, redeeming 100% of public shares and leaving warrants worthless. The Board recommends voting for both the extension amendment and an adjournment proposal that would allow extra time to solicit votes if needed.
Graf Global Corp. is asking shareholders to approve an amendment to extend the deadline to complete an initial business combination from June 27, 2026 to September 27, 2026, with possible one‑month extensions up to December 27, 2026. The board says more time is needed to identify and close a business combination.
If the extension is approved, Public Shareholders may redeem Public Shares for a per‑share cash amount equal to the aggregate funds in the Trust Account divided by the number of then‑outstanding Public Shares. The Trust Account holds $230,000,000 from the IPO. The Graf Insiders hold 5,750,000 Founder Shares (representing 20% of outstanding Ordinary Shares). Voting thresholds and redemption procedures are described in the Proxy Statement.