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

 

ACTIVATE ENERGY ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

 

Cayman Islands		001-42992		N/A
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(IRS Employer Identification No.)

 

71 Fort Street, PO Box 500

Grand Cayman, Cayman Islands KY1-1106

(Address of principal executive office) (Zip Code)

 

(302) 207-9500

(Registrants’ 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 and one-half of one warrant		AEAQU		The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share		AEAQ		The Nasdaq Stock Market LLC
Warrants, each whole warrant entitles the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share		AEAQW		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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On May 20, 2026, the Board of Directors (the “Board”) Activate Energy Acquisition Corp. (the “Company”) appointed David Whitby to serve as a director (“Director”) of the Board, effective immediately.

 

David Whitby, age 70, is a retired senior executive with experience in the oil and gas industry. Mr. Whitby served as Managing Director of Nido Petroleum Ltd. (ASX: NDO) from 2004 to 2010, where he helped grow the company from a market capitalization of A$1m to A$600m, transitioning the company from a pure explorer to producer in less than 4 years. Mr. Whitby holds a bachelor of engineering degree from the Royal Military College of Canada.

 

There are no arrangements or understandings between David Whitby and any other persons pursuant to which he was elected as Director of the Company. There are no family relationships between David Whitby and any other Director or executive officer of the Company and he does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission.

 

 Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit No.		Description
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 thereunto duly authorized.

 

		Activate Energy Acquisition Corp.
Dated:	June 3, 2026	By:	/s/ Thomas Fontaine
		Name:	Thomas Fontaine
		Title:	Chief Executive Officer