Kochav Defense Acquisition Corp. filed a Form 8-K on October 28, 2026, disclosing updated trust account contribution terms and the Sponsor's plan to convert 8,433,332 Class B ordinary shares into Class A ordinary shares ahead of an extraordinary general meeting scheduled for November 13, 2026.

Key Highlights

  • New trust contribution: Kochav Sponsor LLC has decided to contribute $0.06 per Public Share not redeemed for the first 3 months following Extension approval, capped at $300,000 in aggregate during that period.
  • Subsequent monthly contribution: After the initial three months, the Sponsor will contribute $0.02 per Public Share not redeemed each month, capped at $100,000 per month.
  • Class B conversion: The Sponsor intends to convert 8,433,332 Class B ordinary shares (par value $0.0001 per share) into an equal number of Class A ordinary shares upon shareholder approval of the Extension Amendment Proposal.
  • Transfer restrictions retained: The Class A shares issued in the Conversion will carry the same restrictions as the Class B shares, including transfer restrictions, waiver of redemption rights, and an obligation to vote in favor of an initial business combination.
  • EGM record date: Only holders of Ordinary Shares as of the close of business on October 13, 2026, are entitled to vote at the November 13, 2026 meeting.
  • Prior proxy statement: The Company's definitive proxy statement, filed with the SEC on October 19, 2026, did not contemplate any Sponsor contribution to the Trust Account in connection with the Extension.

Kochav Defense Updates Extension Terms Before November EGM

According to the filing, Kochav Defense Acquisition Corp. (NASDAQ:KCHV) disclosed two material updates to the terms of its proposed extension through an 8-K filed on October 28, 2026. The Company noted that the definitive proxy statement filed on October 19, 2026 "does not currently contemplate a contribution by the Sponsor to the Trust Account in connection with the Extension." The Sponsor, Kochav Sponsor LLC, has since decided to make contributions, and the 8-K serves to inform shareholders and interested parties of those revised terms ahead of the extraordinary general meeting set for November 13, 2026 at 10:00 a.m. Eastern time.

The filing describes a two-tier contribution structure. For the first three months after approval of the Extension Amendment Proposal, the Sponsor will contribute $0.06 per Public Share that is not redeemed, with the total capped at $300,000 for that three-month period. Beginning in the fourth month and each month thereafter, the contribution drops to $0.02 per Public Share not redeemed, subject to a $100,000 monthly cap. These contributions are to be made to the Company's trust account.

Separately, the filing discloses that the Sponsor intends to convert an aggregate of 8,433,332 Class B ordinary shares into an equal number of Class A ordinary shares, contingent on shareholder approval of the Extension Amendment Proposal at the EGM. The filing states that the resulting Class A shares "will be subject to the same restrictions applicable to the Class B Ordinary Shares prior to the Conversion," referencing terms set out in the Company's final prospectus filed with the SEC on May 27, 2025 (File No. 333-286759). The Company also stated it plans to continue soliciting proxies from shareholders during the period prior to the EGM. The filing includes forward-looking statements, which the Company identifies as subject to risks and uncertainties described in its regulatory filings.

What Was Disclosed

The 8-K reported updated trust account contribution terms from Kochav Sponsor LLC and the Sponsor's plan to convert 8,433,332 Class B ordinary shares into Class A ordinary shares, both contingent on shareholder approval of the Extension Amendment Proposal at the November 13, 2026 extraordinary general meeting.