Texas Ventures Acquisition III Corp
3 ballot items.
Shareholders are asked to approve amendments extending the Company’s business-combination deadline and Trust Account liquidation date to July 24, 2027, and, if necessary, to adjourn the Extraordinary General Meeting for further proxy solicitation.
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On the ballot3
- 1
Extension Amendment Proposal
ManagementBoard: FORAmend the Company’s amended and restated memorandum and articles of association to extend the deadline to consummate an initial business combination, cease operations, and redeem public shares from October 24, 2026 to July 24, 2027. Approval is conditioned on approval of Proposal 2, and both amendments will be abandoned unless both are approved.
More detail
Proposal 1 asks shareholders to amend the Company’s governing Articles to extend the completion window for an initial business combination from 18 months after the IPO closing to 27 months, moving the applicable deadline from October 24, 2026 to July 24, 2027. The amendment also extends the period before which the Company must cease operations and redeem its public shares if it has not completed a business combination. Management is seeking the extension because the Company signed a September 2, 2026 merger agreement with Plus Automation, Inc., but believes there is insufficient time to obtain shareholder approval and close the transaction before the existing deadline. The extension would give shareholders an opportunity to evaluate the proposed transaction at a later extraordinary general meeting. It would also preserve the Company’s ability to continue pursuing the transaction rather than automatically winding up and liquidating. Approval of Proposal 1 is expressly conditioned on approval of Proposal 2, the Trust Amendment Proposal. The Board states that both amendments are essential to implementing its plan and will abandon both if either proposal fails or if the merger agreement is terminated before the meeting. If the extension is not approved and no business combination closes by October 24, 2026, the Company would cease operations, redeem public shares from the Trust Account, and liquidate, while its warrants would expire worthless. The Board unanimously recommends voting FOR Proposal 1 because it believes the extension is in the best interests of the Company and its shareholders.
- 2
Trust Amendment Proposal
ManagementBoard: FORAmend the Investment Management Trust Agreement to extend from October 24, 2026 to July 24, 2027 the date on which Continental Stock Transfer & Trust Company must liquidate the Trust Account if no initial business combination has been completed. Approval is conditioned on approval of Proposal 1.
More detail
Proposal 2 asks shareholders to approve an amendment to the Investment Management Trust Agreement governing the Company’s IPO proceeds. The amendment would move the date on which Continental must liquidate the Trust Account from October 24, 2026 to July 24, 2027 if the Company has not completed an initial business combination. Management is seeking this change because the Company’s proposed business combination with Plus Automation, Inc. may not be completed before the current outside date. Extending the Trust Account liquidation date is necessary to keep the funds available while the Company pursues the transaction and seeks shareholder approval in a separate meeting. The proposal operates together with Proposal 1 and is a condition to implementing the Articles extension. The Board will not implement either amendment unless shareholders approve both proposals. If Proposal 2 or Proposal 1 fails, the Company expects to wind up after October 24, 2026, redeem public shares, and liquidate. If approved, public shareholders may elect to redeem shares in connection with the extension, while non-redeeming shareholders retain future redemption rights subject to the Articles. The Board unanimously recommends voting FOR Proposal 2 because it considers the Trust amendment necessary to provide the time required to evaluate and potentially complete the proposed business combination.
- 3
Adjournment Proposal
ManagementBoard: FORApprove authority for the Board to adjourn the Extraordinary General Meeting to a later date or dates, if necessary, to permit further proxy solicitation and voting regarding Proposals 1 and 2 or when the Board otherwise determines adjournment is necessary. The proposal will be presented only if applicable and will not permit adjournment beyond October 24, 2026.
More detail
Proposal 3 asks shareholders to authorize the Board to adjourn the Extraordinary General Meeting to a later date or dates. The authority may be used if there are insufficient votes for, or other issues connected with, Proposals 1 and 2. It may also be used when the Board determines that adjournment is otherwise necessary. The proposal will be presented only if the required votes for the extension and Trust amendment are not otherwise available or circumstances warrant an adjournment. The stated purpose is to permit further solicitation of proxies and another vote. The Board may not adjourn the meeting beyond October 24, 2026 under the proposal’s terms. Approval requires an ordinary resolution, meaning approval by a majority of the ordinary shares represented and voting at the meeting, subject to the filing’s treatment of abstentions. If the proposal is rejected, the Board may lack the ability to postpone the meeting to seek additional support for Proposals 1 and 2. The proposal does not itself extend the Company’s business-combination deadline or alter the Trust Agreement. The Board unanimously recommends voting FOR Proposal 3 if it is presented.
Nominees on the ballot
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Anson Funds Management LPActivist | 7.3% | 2,199,942 | $23M |
| 2 | Magnetar Financial LLC | 4.7% | 1,400,000 | $15M |
| 3 | TENOR CAPITAL MANAGEMENT Co., L.P. | 4.7% | 1,396,956 | $15M |
| 4 | METEORA CAPITAL, LLC | 3.9% | 1,165,475 | $12M |
| 5 | J. Goldman & Co LP | 3.9% | 1,159,591 | $12M |
| 6 | HIGHBRIDGE CAPITAL MANAGEMENT LLC | 3.6% | 1,090,756 | $11M |
| 7 | Yorkville Advisors Global, LP | 3.5% | 1,050,000 | $11M |
| 8 | Harraden Circle Investments, LLC | 3.3% | 1,001,393 | $11M |
| 9 | LINDEN ADVISORS LP | 3.2% | 963,956 | $10M |
| 10 | AQR Arbitrage LLC | 3.2% | 960,142 | $10M |
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Frequently asked questions
- When is the Texas Ventures Acquisition III Corp 2026 special meeting?
- Texas Ventures Acquisition III Corp (TVA) holds its 2026 special shareholder meeting on Monday, October 19, 2026.
- What is the record date for the Texas Ventures Acquisition III Corp 2026 meeting?
- The record date for the Texas Ventures Acquisition III Corp 2026 meeting is Friday, September 25, 2026. Shareholders of record on or before that date are eligible to vote.
- What proposals will shareholders vote on at the Texas Ventures Acquisition III Corp 2026 meeting?
- Shareholders will vote on 3 proposals at the Texas Ventures Acquisition III Corp 2026 meeting, each tagged with who proposed it and the board's recommendation.
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