Activate Energy Acquisition Corp.

8-K · ea029354501-8k_activate.htm iXBRL

0002083689

 2026-05-20
 2026-05-20

 0002083689

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 2026-05-20
 2026-05-20

 0002083689

 AEAQ:ClassOrdinarySharesParValue0.0001PerShareMember

 2026-05-20
 2026-05-20

 0002083689

 AEAQ:WarrantsEachWholeWarrantEntitlesHolderThereofToPurchaseOneClassOrdinaryShareAtPriceOf11.50PerShareMember

 2026-05-20
 2026-05-20

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 UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

  

 FORM 8-K

  

 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)

 OF THE SECURITIES EXCHANGE ACT OF 1934

  

 Date of Report (Date of earliest event reported): May
20, 2026

  

 ACTIVATE ENERGY ACQUISITION CORP.

 (Exact name of registrant as specified in its charter)

  

 Cayman Islands
  
 001-42992
  
 N/A

 (State or other jurisdiction

 of incorporation or organization)

  

 (Commission

 File Number)

  

 (IRS Employer

 Identification No.)

  

 71 Fort Street , PO Box 500

 Grand Cayman , Cayman Islands KY1-1106

 (Address of principal executive office) (Zip Code)

  

 (302) 207-9500

 (Registrants’ telephone number, including area
code)

  

 Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

  

 ☐
 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  
  

 ☐
 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  
  

 ☐
 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  
  

 ☐
 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

 Securities registered pursuant to Section 12(b) of
the Act:

  Title of each class
  
 Trading Symbol(s)
  
 Name of each exchange on which registered

 Units, each consisting of one Class A ordinary share and one-half of one warrant
  
 AEAQU
  
 The Nasdaq Stock Market LLC

 Class A ordinary shares, par value $0.0001 per share
  
 AEAQ
  
 The Nasdaq Stock Market LLC

 Warrants, each whole warrant entitles the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share
  
 AEAQW
  
 The Nasdaq Stock Market LLC

  

 Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter)

  

 Emerging Growth Company ☒

  

 If an emerging growth company, indicate by check mark
if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐

  

  

  

  

  

 Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

  

 On May 20, 2026, the Board of Directors (the “ Board ”)
Activate Energy Acquisition Corp. (the “ Company ”) appointed David Whitby to serve as a director (“ Director ”)
of the Board, effective immediately.

  

 David Whitby, age 70, is a retired senior executive
with experience in the oil and gas industry. Mr. Whitby served as Managing Director of Nido Petroleum Ltd. (ASX: NDO) from 2004 to 2010,
where he helped grow the company from a market capitalization of A$1m to A$600m, transitioning the company from a pure explorer to producer
in less than 4 years. Mr. Whitby holds a bachelor of engineering degree from the Royal Military College of Canada.

  

 There are no arrangements or understandings between
David Whitby and any other persons pursuant to which he was elected as Director of the Company. There are no family relationships between
David Whitby and any other Director or executive officer of the Company and he does not have a direct or indirect material interest in
any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission.

  

   Item 9.01 Financial Statements and Exhibits

  

 (d) Exhibits.

  

 Exhibit No.
  
 Description

 104
  
 Cover Page Interactive Data File (embedded within the Inline XBRL document).

  

  

  

  

 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 thereunto duly authorized.

  

  
  
 Activate Energy Acquisition Corp.

  
  
  
  

 Dated:
 June 3, 2026
 By:
 /s/ Thomas Fontaine

  
  
 Name:
 Thomas Fontaine

  
  
 Title:
 Chief Executive Officer