{"url_path":"/sec/apxt/8-k/2026-07-22/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 Other Events.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-22","source_url":"https://www.sec.gov/Archives/edgar/data/2079253/0001213900-26-080199-index.html","accession_number":"0001213900-26-080199","cik":"0002079253","ticker":"APXT","issuer_name":"Apex Treasury Corp","edgar_url":"https://www.sec.gov/Archives/edgar/data/2079253/0001213900-26-080199-index.html","primary_entity_key":"0002079253","primary_entity_name":"Apex Treasury Corp"},"word_count":1552,"has_tables":true,"body_markdown":"** **\n\n**Item 8.01 Other Events.**\n\n \n\nOn\nJuly 22, 2026, the Purchaser and the Company issued a joint press release announcing the execution of the Business Combination Agreement.\nThe press release is filed herewith as Exhibit 99.1 and incorporated by reference herein.\n\n \n\nFiled herewith as Exhibit\n99.2 and incorporated herein by reference is an investor presentation that the Purchaser and the Company have prepared for use in connection\nwith the Business Combination Agreement.\n\n \n\n************\n\n \n\n**Additional Information**\n\n \n\nIn connection with the proposed\nbusiness combination, Apex and the Company intend to file the Registration Statement with the SEC, which will include preliminary and\ndefinitive proxy statements to be distributed to Apex’s shareholders in connection with Apex’s solicitation for proxies for\nthe vote by Apex’s shareholders in connection with the proposed business combination and other matters to be described therein,\nas well as the prospectus relating to the offer of the securities to be issued to the Company’s shareholders in connection with\nthe completion of the proposed business combination. After the Registration Statement has been filed and declared effective, a definitive\nproxy statement and other relevant documents will be mailed to shareholders of Apex as of the record date established for voting on the\nproposed business combination.\n\n \n\nThis Report does not contain\nall the information that should be considered concerning the proposed business combination and is not a substitute for the Registration\nStatement, preliminary or definitive proxy statement/prospectus or for any other document that Apex may file with the SEC. Before making\nany voting or investment decision, Apex shareholders and other interested persons are advised to read, once available, the preliminary\nproxy statement/prospectus and any amendments thereto and, once available, the Registration Statement, definitive proxy statement/prospectus,\nas well as other documents filed with the SEC by Apex in connection with the proposed business combination because these documents will\ncontain important information about Apex, the Company and the proposed business combination.\n\n \n\n7\n\n \n\n \n\nShareholders will be able\nto obtain copies of the preliminary or definitive proxy statement/prospectus, once available, as well as other documents filed by Apex\nwith the SEC, without charge, through the website maintained by the SEC at www.sec.gov. In addition, the documents filed by Apex may be\nobtained free of charge from Apex’s website at https://www.apextreasurycorp.com. The information contained on, or that may be accessed\nthrough, the websites referenced in this Report is not incorporated by reference into, and is not a part of, this Report.\n\n \n\n**Participants in the Solicitation**\n\n \n\nApex, the Company and certain\nof their respective directors, executive officers and other members of management and employees may be deemed to be participants in the\nsolicitation of proxies from Apex’s shareholders in connection with the proposed business combination. Information regarding the\npersons who may be deemed participants will be set forth in the proxy statement/prospectus when filed by Apex with the SEC. You can find\nmore information about Apex’s directors and executive officers in the Registration Statement and the proxy statement/prospectus\nwhich forms a part thereof, once available. Additional information regarding the participants in the proxy solicitation and a description\nof their direct and indirect interests will be included in the Registration Statement and the proxy statement/prospectus which forms a\npart thereof when it becomes available. Shareholders, potential investors and other interested persons should read the proxy statement/prospectus\ncarefully when it becomes available before making any voting or investment decisions.\n\n \n\n**Cautionary Note Regarding Forward\nLooking Statements**\n\n** **\n\nThis Report contains forward-looking\nstatements, including projections of market opportunity and market share; estimates of customer penetration rates and usage patterns;\nprojections regarding TECfusions’ ability to commercialize new products and technologies; projections of development and commercialization\ncosts and timelines; expectations regarding TECfusions’ ability to execute its business model; expectations regarding TECfusions’\nability to attract, retain, and expand its customer base; TECfusions’ expectations concerning relationships with strategic partners,\nsuppliers, governments, state-funded entities, regulatory bodies and other third parties; TECfusions’ ability to maintain, protect,\nand enhance its intellectual property; future partnerships, ventures or investments in companies, products, services or technologies;\nthe successful consummation and potential benefits of the proposed business combination, including the anticipated PIPE financing; and\nthe potential for TECfusions to increase in value. Forward-looking statements may be identified by the use of words such as “estimate,”\n“plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,”\n“believe,” “seek,” “target,” “continue,” “could,” “may,” “might,”\n“possible,” “potential,” “predict” or similar expressions that predict or indicate future events or\ntrends or that are not statements of historical matters.\n\n \n\nThese forward-looking statements\nare provided for illustrative purposes only and must not be relied on as a guarantee, an assurance, a prediction or a definitive statement\nof fact or probability. These statements are subject to known and unknown risks, uncertainties and assumptions that may cause the actual\nresults, levels of activity, performance or achievements of the combined company following the proposed business combination (the “Combined\nCompany”) to be materially different from any future results expressed or implied by such statements. Such risks and uncertainties\ninclude: that TECfusions is pursuing an emerging technology and may not achieve commercialization or market acceptance; TECfusions’\nhistorical net losses and limited operating history; expectations regarding future financial performance, capital requirements and unit\neconomics; TECfusions’ competitive landscape; dependence on key management; the potential need for additional future financing;\nTECfusions’ ability to manage growth; reliance on strategic partners and third parties; risks associated with privacy, data protection\nor cybersecurity incidents; the use, rate of adoption, and regulation of artificial intelligence and machine learning; uncertainty or\nchanges with respect to laws, regulations, taxes, trade conditions and the macroeconomic environment; the Combined Company’s ability\nto maintain internal control over financial reporting; the possibility that required regulatory approvals for the proposed business combination\nare delayed or not obtained; the risk that Apex shareholders could elect to have their shares redeemed; the outcome of any legal proceedings\nor government investigations; failure to realize the anticipated benefits of the proposed business combination; and other factors described\nin Apex’s filings with the SEC. If any of these risks materialize or assumptions prove incorrect, actual results could differ materially\nfrom the results implied by these forward-looking statements. There may be additional risks that neither TECfusions nor Apex presently\nknow or that TECfusions or Apex currently believe are immaterial that could also cause actual results to differ from those contained in\nthe forward-looking statements. In addition, forward-looking statements reflect TECfusions’ and Apex’s expectations, plans\nor forecasts of future events and views as of the date of this Report. Neither TECfusions nor Apex undertakes any obligation to revise\nor update publicly any forward-looking statement to reflect future events or circumstances. Nothing contained herein constitutes or will\nbe deemed to constitute a forecast, projection or estimate of the future financial performance of TECfusions, Apex or the Combined Company,\nfollowing the implementation of the proposed business combination or otherwise. Accordingly, undue reliance should not be placed on these\nstatements.\n\n \n\n8\n\n \n\n \n\nIn addition, statements that\n“we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon\ninformation available to us as of the date of this Report, and while we believe such information forms a reasonable basis for such statements,\nsuch information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive\ninquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and investors are\ncautioned not to unduly rely upon these statements.\n\n \n\nAn investment in Apex is not an investment in any of our founders’\nor Sponsor’s past investments, companies or affiliated funds. The historical results of those investments are not indicative of\nfuture performance of Apex, which may differ materially from the performance of our founders’ or Sponsor’s past investments.  \n\n \n\n**No Offer or Solicitation**\n\n \n\nThe securities to which this Report relates have\nnot been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other\njurisdiction. This Report relates to securities that Apex intends to offer in reliance on exemptions from the registration requirements\nof the Securities Act and other applicable laws. These exemptions apply to offers and sales of securities that do not involve a public\noffering. This Report and any statements made in connection with this Report are for informational purposes only and do not constitute\nan offer to sell or the solicitation of an offer to buy, or a recommendation to purchase, any securities, or a solicitation of any vote,\nconsent or approval, nor shall there be any sale of securities in any jurisdiction in which, or to any person to whom, such offer, solicitation\nor sale may be unlawful under the securities laws of any such jurisdiction. This communication is not, and under no circumstances is to\nbe construed as, a prospectus, an advertisement or a public offering of the securities described herein in the United States or any other\njurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities\nAct of 1933, or exemption therefrom.  \n\n \n\nInvestment in any securities described herein has\nnot been approved by the SEC or any other regulatory authority nor has any authority passed upon or endorsed the merits of the business\ncombination or the accuracy or adequacy of the information contained herein. Any representation to the contrary is a criminal offense."}