Social Commerce Partners Corp. Files 8-K with Material Agreements & Officer Changes

TL;DR

SCP stock alert: 8-K filed detailing material agreements, equity sales, and exec changes. Monitor closely.

AI Summary

Social Commerce Partners Corp. announced on December 22, 2025, the entry into a material definitive agreement related to unregistered sales of equity securities. The filing also disclosed the departure of directors or certain officers, the election of new directors, and the appointment of new officers, along with compensatory arrangements. Additionally, amendments to the company's articles of incorporation or bylaws and a change in its fiscal year were noted.

Why It Matters

This 8-K filing indicates significant corporate actions, including potential equity issuances and changes in leadership, which could impact the company's structure and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and operational risks.

Key Numbers

• 11.50 — Warrant Exercise Price (Indicates the price at which warrants can be exercised for ordinary shares.)

Key Players & Entities

• Social Commerce Partners Corp. (company) — Filer of the 8-K
• 2025-12-22 (date) — Date of the reported events
• 0002083143 (company) — Central Index Key for Social Commerce Partners Corp.

FAQ

Key Financial Figures

• $0.0001 — f one Class A ordinary share, par value $0.0001 per share, and one-half of one redeemab
• $11.50 — ordinary share at an exercise price of $11.50 per share SCPQW The Nasdaq Stock Ma
• $10.00 — Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of
• $100,000,000 — per Unit, generating gross proceeds of $100,000,000. In connection with the IPO, the Comp
• $3,500,000 — s defined below), which amount included $3,500,000 in deferred underwriting commissions, w

Filing Documents

• ea0269534-8k_social.htm (8-K) — 66KB
• ea026953401ex1-1_social.htm (EX-1.1) — 238KB
• ea026953401ex3-1_social.htm (EX-3.1) — 291KB
• ea026953401ex4-1_social.htm (EX-4.1) — 139KB
• ea026953401ex10-1_social.htm (EX-10.1) — 47KB
• ea026953401ex10-2_social.htm (EX-10.2) — 125KB
• ea026953401ex10-3_social.htm (EX-10.3) — 114KB
• ea026953401ex10-4_social.htm (EX-10.4) — 42KB
• ea026953401ex10-5_social.htm (EX-10.5) — 60KB
• ea026953401ex10-6_social.htm (EX-10.6) — 108KB
• ea026953401ex10-7_social.htm (EX-10.7) — 12KB
• ea026953401ex99-1_social.htm (EX-99.1) — 9KB
• ea026953401ex99-2_social.htm (EX-99.2) — 7KB
• 0001213900-25-126089.txt ( ) — 1753KB
• scpq-20251222.xsd (EX-101.SCH) — 4KB
• scpq-20251222_def.xml (EX-101.DEF) — 27KB
• scpq-20251222_lab.xml (EX-101.LAB) — 37KB
• scpq-20251222_pre.xml (EX-101.PRE) — 25KB
• ea0269534-8k_social_htm.xml (XML) — 7KB

Underwriting

Underwriting Agreement, dated December 22, 2025, by and between the Company and BTIG, LLC, as representative of the underwriters ("BTIG"), a copy of which is attached as Exhibit 1.1 hereto and incorporated herein by reference; Warrant Agreement, dated as of December 22, 2025, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, a copy of which is attached as Exhibit 4.1 and incorporated herein by reference; Letter Agreement, dated December 22, 2025, by and among the Company, Social Commerce Acquisition Partners, LLC (the "Sponsor"), the initial shareholders and the officers and directors of the Company, a copy of which is attached as Exhibit 10.1 and incorporated herein by reference; Investment Management Trust Agreement, dated as of December 22, 2025, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, a copy of which is attached as Exhibit 10.2 and incorporated herein by reference; Registration Rights Agreement, dated as of December 22, 2025, by and among the Company and certain security holders of the Company, a copy of which is attached as Exhibit 10.3 and incorporated herein by reference; Private Units Subscription Agreement, dated December 22, 2025, by and between the Company and the Sponsor, a copy of which is attached as Exhibit 10.4 and incorporated herein by reference; Private Units Subscription Agreement, dated December 22, 2025, by and between the Company and BTIG, a copy of which is attached as Exhibit 10.5 and incorporated herein by reference; Indemnity Agreement, dated as of December 22, 2025, by and among the Company and each of the officers and directors of the Company, a copy of which is attached as Exhibit 10.6 and incorporated herein by reference; and Administrative Services Agreement, dated December 22, 2025, by and between the Company and the Sponsor, a copy of which is attached as Exhibit 10.7 and incorporated herein by reference. As of December 22, 20

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. Dated: December 29, 2025 Social Commerce Partners Corporation By: /s/ Stuart P. Johnson Name: Stuart P. Johnson Title: Chief Executive Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR