Karman Line Acquisition Corp
2 ballot items.
Shareholders are being asked to approve the Company’s name change to Xterax Corporation II and related constitutional amendments, and to authorize adjournment of the Extraordinary General Meeting if additional proxy solicitation or time is needed.
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On the ballot2
- 1
Name Change Proposal
ManagementBoard: FORApprove, as a special resolution, changing the Company’s name from “Karman Line Acquisition Corp.” to “Xterax Corporation II” and adopting a Second Amended and Restated Memorandum and Articles of Association to reflect the name change.
More detail
The proposal asks shareholders to approve a change in the Company’s legal name from Karman Line Acquisition Corp. to Xterax Corporation II. Approval also authorizes adoption of a Second Amended and Restated Memorandum and Articles of Association reflecting the new name. The resolution is structured as a special resolution under Cayman Islands law and requires at least two-thirds of votes cast by the Class A and Class B ordinary shares voting together. The Board is seeking approval because it believes the current name is used by, or closely resembles the names of, other marketplace entities. Management states that this overlap could confuse investors, counterparties and other market participants. It also believes the overlap could hinder the SPAC’s efforts to establish a distinct identity while it pursues an initial business combination. If approved, the Company will file the resolution and amended constitutional documents with the Cayman Islands Registrar of Companies. The ticker symbols and CUSIP numbers for the Company’s securities will not change, and shareholders will not need to exchange existing certificates. The Board unanimously recommends a vote FOR because it considers the name change and related constitutional amendment to be in the best interests of the Company and its shareholders.
- 2
Adjournment Proposal
ManagementBoard: FORApprove, as an ordinary resolution, adjournment of the Extraordinary General Meeting to a later date or dates, or indefinitely, if additional proxy solicitation or time is needed to obtain approval of the Name Change Proposal or effectuate the Name Change.
More detail
The proposal asks shareholders to authorize adjournment of the Extraordinary General Meeting to a later date or dates, or indefinitely. The authority would be available if the vote count shows insufficient support for the Name Change Proposal. It would also be available if the Board determines that additional time is necessary or convenient to effectuate the name change. A principal purpose is to permit further solicitation of proxies from shareholders who have not yet voted. The proposal is separate from the Name Change Proposal and is not conditioned on its approval. Approval requires an ordinary resolution, meaning a simple majority of votes cast by the Class A and Class B ordinary shares voting together. If shareholders reject the proposal, the meeting chair may lack the ability to adjourn the meeting for additional proxy solicitation when the vote is insufficient. The Board views the flexibility as beneficial because it could help secure the votes required for the related special resolution or address implementation timing. The Board unanimously recommends voting FOR the Adjournment Proposal.
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Frequently asked questions
- When is the Karman Line Acquisition Corp 2026 special meeting?
- Karman Line Acquisition Corp (XTER) holds its 2026 special shareholder meeting on Monday, October 19, 2026.
- What is the record date for the Karman Line Acquisition Corp 2026 meeting?
- The record date for the Karman Line Acquisition Corp 2026 meeting is Tuesday, September 15, 2026. Shareholders of record on or before that date are eligible to vote.
- What proposals will shareholders vote on at the Karman Line Acquisition Corp 2026 meeting?
- Shareholders will vote on 2 proposals at the Karman Line Acquisition Corp 2026 meeting, each tagged with who proposed it and the board's recommendation.
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