K&F Growth Acquisition Corp. II filed a Form 8-K on October 28, 2026, disclosing non-redemption agreements with investors, a further postponement of its extraordinary general meeting to November 4, 2026, and a proxy supplement that shortens the proposed extension end date to August 6, 2027.

Key Highlights

  • EGM postponed: The extraordinary general meeting, originally scheduled for November 3, 2026, was further postponed to November 4, 2026, at 11:00 a.m. Eastern Time.
  • Redemption deadline extended: Shareholders must exercise redemption rights by Monday, November 2, 2026, at 5:00 p.m. Eastern Time.
  • Non-Redemption Agreements signed: The Company and Sponsor entered into non-redemption agreements with one or more investors covering Class A ordinary shares, par value $0.0001 per share.
  • Share incentive structure: Investors who do not redeem may receive up to one Surviving Company Share per six Public Shares held if the initial business combination closes on or before May 6, 2027, plus one additional Surviving Company Share per thirty Public Shares if the combination closes after May 6, 2027.
  • Extension end date shortened: A proxy supplement filed October 28, 2026 changed the proposed extension end date from February 7, 2028 to August 6, 2027.
  • Potential business combination disclosed: The filing identifies David's Bridal, Inc. and its Pearl division as parties to the potential business combination.

Non-Redemption Agreements and EGM Changes at K&F Growth Acquisition Corp. II

According to the filing, K&F Growth Acquisition Corp. II (NASDAQ:KFII), a Cayman Islands exempted company headquartered at 1219 Morningside Drive, Suite 110, Manhattan Beach, CA 90266, entered into non-redemption agreements with one or more investors in connection with its upcoming extraordinary general meeting. Under these agreements, investors who agree not to redeem their Public Shares in connection with the EGM may receive Surviving Company Shares upon the consummation of an initial business combination, subject to conditions including completion of the business combination and execution of a joinder to the Registration Rights Agreement dated February 4, 2025.

The filing states that the non-redemption agreements "are not expected to increase the likelihood that the Extension Amendment Proposal is approved by the Company's shareholders, but are expected to increase the amount of funds that remain in the Company's trust account." Each agreement terminates upon specified events, including failure of shareholders to approve the Extension Amendment Proposal, company determination not to proceed with the extension, liquidation or dissolution, or mutual written agreement of the parties.

Separately, the Company disclosed that it filed a supplement to its proxy statement on October 28, 2026, modifying the Extension Amendment Proposal to change the proposed extension end date from February 7, 2028 to August 6, 2027. The EGM will be held at the offices of Ellenoff Grossman & Schole LLP, 1345 Avenue of the Americas, 11th Floor, New York, New York 10105. The filing also notes that the Company's definitive proxy statement in connection with the extension was filed with the SEC and mailed to shareholders on or about October 16, 2026.

What Was Disclosed

The Company disclosed non-redemption agreements offering share incentives to investors who do not redeem ahead of the EGM, a one-day postponement of the EGM to November 4, 2026, an extended redemption deadline of November 2, 2026, and a shortened proposed extension end date of August 6, 2027.