{"url_path":"/sec/bayau/8-k/2026-06-03/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 ** **Submission of Matters to a Vote of Security Holders**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-03","source_url":"https://www.sec.gov/Archives/edgar/data/1969475/0001493152-26-027128-index.html","accession_number":"0001493152-26-027128","cik":"0001969475","ticker":"BAYA","issuer_name":"Bayview Acquisition Corp","edgar_url":"https://www.sec.gov/Archives/edgar/data/1969475/0001493152-26-027128-index.html","primary_entity_key":"0001969475","primary_entity_name":"Bayview Acquisition Corp"},"word_count":648,"has_tables":true,"body_markdown":"**Item 5.07** **Submission of Matters to a Vote of Security Holders**\n\n \n\nOn\nMay 28, 2026, Bayview Acquisition Corp (the “**Company**”) held an extraordinary general meeting of shareholders\n(the “**Extraordinary General Meeting**”) virtually and in person, solely with respect to voting on (i) the proposal\nto extend the date by which the Company must complete its initial business combination from June 19, 2026 (the “**Termination\nDate**”) to December 19, 2026, with all six extensions comprised of one month each (each an “**Extension**”)\n(the “**Extension Amendment Proposal**”) and (ii) the proposal to amend the Company’s investment management\ntrust agreement, dated December 14, 2023 by and between the Company and Equiniti Trust Company, LLC (the “**Trustee**”)\nto allow the Company to extend the Termination Date up to six times from the Termination Date to December 19, 2026 with all six extensions\ncomprised of one month each by providing five days’ advance notice to the Trustee and depositing into the Trust Account a payment\nof $50,000 per extension until December 19, 2026. A total of 2,291,094 of the Company’s ordinary shares (the “**Ordinary\nShares**”) or approximately 83.67% of the Company’s outstanding shares as of May 4, 2026, the record date for the Extraordinary\nGeneral Meeting, were represented virtually or by proxy at the Extraordinary General Meeting.\n\n \n\nThe\nfollowing is a brief description of the final voting results for each of the proposals submitted to a vote of the shareholders at the\nExtraordinary General Meeting.\n\n* *\n\n*Extension\nAmendment Proposal*\n\n \n\nTo\nconsider and vote upon a proposal, by special resolution, to amend the Company’s Second Amended and Restated Memorandum and Articles\nof Association, dated as of September 16, 2024 and further amended by special resolutions passed on June 17, 2025 and December 12, 2025,\nby adopting an amendment to the Company’s Second Amended and Restated Memorandum and Articles of Association which reflects the\nextension of the date by which the Company must consummate a business combination up to six times from the Termination Date with all\nsix Extensions comprised of one month each.\n\n \n\nThe\nExtension Amendment Proposal was approved. The voting results of the shares of the Ordinary Shares were as follows:\n\n \n\nFor  \nAgainst  \nAbstentions \n\n 2,291,094  \n 0  \n 0 \n\n \n\n \n\n \n\n \n\n*Trust\nAgreement Amendment Proposal*\n\n \n\nTo\nconsider and vote upon a proposal, to amend the Company’s investment management trust agreement, dated as of December 14, 2023,\nby and between the Company and the Trustee to allow the Company to extend the Termination Date up to six times from the Termination Date\nto December 19, 2026, with all six extensions comprised of one month each by providing five days’ advance notice to the Trustee\nand depositing into the Trust Account a payment of $50,000 per Extension until December 19, 2026.\n\n \n\nThe\nTrust Agreement Amendment Proposal was approved. The voting results of the shares of the Ordinary Shares were as follows:\n\n \n\nFor  \nAgainst  \nAbstentions \n\n 2,291,094  \n 0  \n 0 \n\n \n\n*The\nAdjournment Proposal*\n\n \n\nTo\nconsider and vote upon a proposal, by ordinary resolution, to direct the chairman of the Extraordinary General Meeting to adjourn the\nExtraordinary General Meeting to a later date or dates, if necessary or convenient, either (x) to permit further solicitation and vote\nof proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Extension Amendment\nProposal and the Trust Agreement Amendment Proposal or (y) if our board of directors determines before the Extraordinary General Meeting\nthat it is not necessary or no longer desirable to proceed with the Extension Amendment Proposal and the Trust Agreement Amendment Proposal.\n\n \n\nThe\nAdjournment Proposal was not acted upon at the Extraordinary General Meeting.\n\n \n\n*Redemptions*\n\n \n\nIn\nconnection with the vote to approve the Extension Amendment Proposal and the Trust Agreement Amendment Proposal, ten holders of\n124,156 Ordinary Shares properly exercised their rights to redeem their shares for cash at a redemption price of approximately $12.03\nper share, for an aggregate redemption amount of approximately $1,493,596.68."}