UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On March 25, 2026, Relativity Acquisition Corp. (the “Company”) held a special meeting of stockholders (the “Meeting”). At the Meeting, an aggregate of 3,362,137 shares of the Company’s common stock, which represents a quorum of the outstanding common stock entitled to vote as of the record date of February 25, 2026, were represented in person or by proxy at the Meeting.
At the Meeting, the Company’s stockholders approved:
| · | a proposal to adopt and approve the business combination agreement, dated as of February 28, 2025 (as amended and restated on October 22, 2025), by and among the Company, Relativity Holdings Inc., Instinct Bio Technical Company Inc., parties thereto, as described in more detail in the proxy statement relating to the Meeting (the “Business Combination Proposal”). |
| · | a proposal to amend the second amended and restated certificate of incorporation of the Company to eliminate the requirement that the Company, or any entity that succeeds the Company, retain at least $5,000,001 of net tangible assets following the redemption of public shares in connection with the business combination (the “Amendment Proposal”). |
The final voting results for the Business Combination Proposal were as follows:
| For | Against | Abstain | Broker Non-Vote | |||
| 3,358,333 | 146 | 3,658 | 0 |
The final voting results for the Amendment Proposal were as follows:
| For | Against | Abstain | Broker Non-Vote | |||
| 3,358,290 | 189 | 3,658 | 0 |
In connection with the Meeting, stockholders holding 15,279 public shares of the Company’s Class A common stock (“Class A Shares”) exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account. As a result, approximately $192,821 (approximately $12.62 per Public Share) will be removed from the Trust Account immediately prior to the closing of the business combination to pay such holders and approximately $518,872 will remain in the Trust Account. Following redemptions, the Company will have 40,622 Public Shares outstanding.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed with this Form 8-K:
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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: March 30, 2026
| RELATIVITY ACQUISITION CORP. | |||
| By: | /s/ Tarek Tabsh | ||
| Name: | Tarek Tabsh | ||
| Title: | Chief Executive Officer | ||