Roth CH Acquisition Co. Files 8-K

TL;DR

Roth CH Acquisition Co. filed an 8-K on 12/4/25 covering votes and financials.

AI Summary

Roth CH Acquisition Co. filed an 8-K on December 4, 2025, reporting on matters submitted to a vote of security holders and financial statements. The company, formerly known as TKB Critical Technologies 1, is incorporated in Delaware and has its fiscal year end on December 31st. Its business address is in Miami Beach, Florida.

Why It Matters

This filing indicates important corporate actions and financial reporting for Roth CH Acquisition Co., providing transparency to investors about the company's status and governance.

Risk Assessment

Risk Level: low — This is a routine filing for an 8-K, indicating corporate actions and financial reporting without immediate news of significant financial distress or major strategic shifts.

Key Players & Entities

• Roth CH Acquisition Co. (company) — Registrant
• TKB Critical Technologies 1 (company) — Former company name
• Miami Beach, Florida (location) — Business address

FAQ

Key Financial Figures

• $0.0001 — ed Class A ordinary shares, par value $0.0001 per share USCT None Warrants, eac
• $11.50 — ary share, each at an exercise price of $11.50 per share USCTW None Indicate by

Filing Documents

• rothchacq_8k.htm (8-K) — 81KB
• 0001829126-25-009709.txt ( ) — 291KB
• usct-20251202.xsd (EX-101.SCH) — 4KB
• usct-20251202_def.xml (EX-101.DEF) — 26KB
• usct-20251202_lab.xml (EX-101.LAB) — 36KB
• usct-20251202_pre.xml (EX-101.PRE) — 25KB
• rothchacq_8k_htm.xml (XML) — 6KB

07

Item 5.07. Submission of Matters to a Vote of Security Holders. On December 2, 2025, Roth CH Acquisition Co. (the "Company") held an extraordinary general meeting of shareholders (the "Extraordinary General Meeting"). On October 20, 2025, the record date for the Extraordinary General Meeting, there were 45,278,212 Class A Ordinary Shares of the Company entitled to be voted at the Extraordinary General Meeting and 75,000 Class B Ordinary Shares of the Company entitled to be voted at the Extraordinary General Meeting, among which 43,869,080 ordinary shares of the Company or 96.89% were represented in person or by proxy. 1. Business Combination Proposal Shareholders approved by way of an ordinary resolution and adopted the business combination agreement, dated as of January 28, 2025, as amended (the "Business Combination Agreement"), by and among the Company, Roth CH Holdings, Inc., a Delaware corporation and a direct, wholly owned subsidiary of the Parent (the "Domestication Sub" or "Pubco"), Roth CH Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of the Parent ("Merger Sub"), and SharonAI Inc., a Delaware corporation ("SharonAI") pursuant to which at least one Business Day after the closing of the Domestication Merger (as defined below) (a) the Merger Sub shall be merged with and into SharonAI, (b) the separate corporate existence of Merger Sub shall thereupon cease, and SharonAI shall be the Surviving Corporation, and (c) the Surviving Corporation shall become a wholly-owned Subsidiary of the Domesticated Parent (the "Acquisition Merger" and collectively with the Domestication Merger and the other agreements and transactions contemplated by the Business Combination Agreement, the "Business Combination"). We refer to this proposal as the "Business Combination Proposal. The voting results were as follows: FOR AGAINST ABSTAIN Broker Non-Votes 43,868,909 171 0 0 2. Domestication Merger Proposal Shareholders approv

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 4, 2025 ROTH CH ACQUISITION CO. By: /s/ Byron Roth Name: Byron Roth Title: Chairman of the Board of Directors 5

View Full Filing

View this 8-K filing on SEC EDGAR