Inception Growth Acquisition Ltd. Files 8-K with Key Corporate Updates

TL;DR

IGTA filed an 8-K detailing material agreements, charter amendments, and shareholder votes from Oct 9th.

AI Summary

Inception Growth Acquisition Ltd. (IGTA) filed an 8-K on October 14, 2025, reporting on several key events that occurred on October 9, 2025. These include entering into a material definitive agreement, amendments to its articles of incorporation or bylaws, and the submission of matters to a vote of security holders. The filing also lists financial statements and exhibits, indicating ongoing corporate activities and reporting requirements.

Why It Matters

This 8-K filing signals significant corporate actions and potential strategic shifts for Inception Growth Acquisition Ltd., which could impact its future business operations and shareholder value.

Risk Assessment

Risk Level: medium — The filing indicates material definitive agreements and amendments to governing documents, which can introduce new risks or alter existing ones for the company.

Key Players & Entities

• Inception Growth Acquisition Ltd. (company) — Filer of the 8-K report
• IGTA (company) — Ticker symbol for Inception Growth Acquisition Ltd.
• 0001866838 (company) — Central Index Key for Inception Growth Acquisition Ltd.
• October 9, 2025 (date) — Date of the reported events
• October 14, 2025 (date) — Date the 8-K was filed

FAQ

Key Financial Figures

• $0.0001 — onsisting of one share of common stock, $0.0001 par value , one-half (1/2) of one redee
• $11.50 — of common stock at an exercise price of $11.50 IGTAW OTC Markets Group, Inc Righ
• $0.075 m — st account an aggregate amount equal to $0.075 multiplied by the number of common stock
• $2,201,073.74 — g in the trust account is approximately $2,201,073.74. The Company issued the press release

Filing Documents

• ea0261032-8k_inception.htm (8-K) — 49KB
• ea026103201ex3-1_inception.htm (EX-3.1) — 10KB
• ea026103201ex10-1_inception.htm (EX-10.1) — 18KB
• ea026103201ex99-1_inception.htm (EX-99.1) — 2KB
• 0001213900-25-098374.txt ( ) — 314KB
• igta-20251009.xsd (EX-101.SCH) — 4KB
• igta-20251009_def.xml (EX-101.DEF) — 27KB
• igta-20251009_lab.xml (EX-101.LAB) — 38KB
• igta-20251009_pre.xml (EX-101.PRE) — 26KB
• ea0261032-8k_inception_htm.xml (XML) — 9KB

01 Entry into

Item 1.01 Entry into a Material Definitive Agreement As approved by its stockholders at the Special Meeting of Stockholders on October 9, 2025 (the "Meeting"), Inception Growth Acquisition Limited (the "Company") had on October 9, 2025 entered into an amendment (the "Trust Amendment") to the investment management trust agreement, as amended on March 13, 2023, September 8, 2023, June 4, 2024, December 6, 2024 and June 5, 2025, by and between the Company and Continental Stock Transfer & Trust Company, to provide the Company with the discretion to extend the date on which to commence liquidating the trust account (the "Trust Account") established in connection with the Company's initial public offering (the "IPO") by four (4) times for an additional one month each time from October 13, 2025 to February 13, 2026 by depositing into the trust account an aggregate amount equal to $0.075 multiplied by the number of common stock issued in the IPO (each, a "Public Share") that has not been redeemed for each one-month extension.

03. Amendments

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. As approved by its stockholders at the Meeting on October 9, 2025, the Company filed the fifth amendment to the amended and restated certificate of incorporation on October 9, 2025 (the "Charter Amendment"), giving the Company the right to extend the date by which the Company has to consummate a business combination from October 13, 2025 (the date that is 46 months from the closing date of the IPO) to February 13, 2026 (the date that is 50 months from the closing date of the IPO).

07. Submission

Item 5.07. Submission of Matters to a Vote of Security Holders. On September 10, 2025, the record date for the Meeting, there were 2,814,162 shares of common stock of the Company entitled to vote at the Meeting. On October 9, 2025, the Company held the Meeting, of which 1,662,494 (or approximately 59.08%) shares of common stock of the Company entitled to vote, were represented in the Meeting either in person or by proxy. The final results for each of the matters submitted to a vote of Company stockholders at the Meeting are as follows: 1. Charter Amendment Stockholders approved the proposal to amend the Company's amended and restated certificate of incorporation, as amended on September 8, 2023, June 4, 2024, December 6, 2024 and June 5, 2025 to extend the date by which the Company has to consummate a business combination from October 13, 2025 (the date that is 46 months from the closing date of the IPO) to February 13, 2026 (the date that is 50 months from the closing date of the IPO). Approval of the Charter Amendment required the approval of at least fifty percent (50%) of outstanding shares of common stock which were present in person or by proxy and entitled to vote thereon at the Meeting. The voting results were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 1,661,934 560 0 0 2. Trust Amendment Stockholders approved the proposal to amend the Company's investment management trust agreement, dated as of December 8, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as amended on March 13, 2023, September 8, 2023, June 4, 2024, December 6, 2024 and June 5, 2025, to provide the Company with the discretion to extend the date on which to commence liquidating the Trust Account by four (4) times for an additional one (1) month each time from October 13, 2025 to February 13, 2026 by depositing into the trust account an aggregate amount equal to $0.075 multiplied by the number of Public Share that has not been red

01. Other Events

Item 8.01. Other Events. In connection with the stockholders vote at the Meeting, 100 shares of common stock were tendered for redemption. Following such redemption, the amount of funds remaining in the trust account is approximately $2,201,073.74. The Company issued the press release filed herewith on October 14, 2025, which is attached as Exhibit 99.1 and incorporated by reference herein.

01. Financial

Item 9.01. Financial (c) Exhibits: Exhibit No. Description 3.1 Fifth Amendment to the Amended And Restated Certificate of Incorporation 10.1 Amendment to the investment management trust agreement with Continental Stock Transfer & Trust Company dated as of October 9, 2025 99.1 Press Release dated October 14, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2

SIGNATURES

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 hereunto duly authorized. Inception Growth Acquisition Limited Dated: October 14, 2025 /s/ Cheuk Hang Chow Cheuk Hang Chow Chief Executive Officer 3

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View this 8-K filing on SEC EDGAR