{"url_path":"/sec/cik-0001852889/8-k/2026-05-20/item-5-03","section_key":"item-5-03","section_title":"Item 5.03 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-20","source_url":"https://www.sec.gov/Archives/edgar/data/1852889/0001829126-26-005494-index.html","accession_number":"0001829126-26-005494","cik":"0001852889","ticker":null,"issuer_name":"Libity","edgar_url":"https://www.sec.gov/Archives/edgar/data/1852889/0001829126-26-005494-index.html","primary_entity_key":"0001852889","primary_entity_name":"Libity"},"word_count":464,"has_tables":true,"body_markdown":"**Item 5.03**\n**Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.**\n\n \n\nOn May 14, 2026, Investcorp AI Acquisition Corp., a Cayman Islands exempted company (the “Company”), held an extraordinary general meeting of its shareholders (the “Meeting”). Shareholder approval of the matters set forth below was obtained at the Meeting by the holders of 99.6% of the issued and outstanding voting shares of the Company. An Information Statement relating to the Meeting was furnished to shareholders pursuant to Section 14(c) of the Securities Exchange Act of 1934, as amended, and Rule 14c-1 thereunder.\n\n \n\nAt the Meeting, the shareholders approved certain amendments to the Company’s Amended and Restated Memorandum and Articles of Association as described below.\n\n \n\n**Name Change**\n\n \n\nAt the Meeting, by special resolution, the shareholders approved the change of the Company’s name from “Investcorp AI Acquisition Corp.” to “Libity” (the “Name Change”). The Name Change was approved with 6,468,750 votes in favor, representing 99.6% of the outstanding ordinary shares, and no votes against.\n\n \n\n**Extension of Business Combination Deadline**\n\n \n\nAt the Meeting, by special resolution, the shareholders approved an extension of the date by which the Company must consummate a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities from May 12, 2027 to May 12, 2028 (the “Extension”). The Extension was approved with 6,468,750 votes in favor, representing 99.6% of the outstanding ordinary shares, and no votes against.\n\n \n\n**Adoption of Second Amended and Restated Memorandum and Articles of Association of Libity (formerly Investcorp AI Acquisition Corp.)**\n\n \n\nIn connection with the approval of the Name Change and the Extension, the Company’s Amended and Restated Memorandum and Articles of Association were amended and restated in their entirety and replaced with the Second Amended and Restated Memorandum and Articles of Association (the “Second A&R M&A”). The Second A&R M&A reflects the Name Change and amends Article 36.2 to extend the date by which the Company must consummate a business combination to May 12, 2028.\n\n \n\nThe foregoing descriptions of the Name Change and the Extension are summaries only and are qualified in their entirety by reference to the full text of the Second A&R M&A, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.\n\n \n\n**Extraordinary General Meeting Results**\n\n \n\nAs of April 28, 2026, there were 6,494,770 ordinary shares of the Company issued and outstanding, consisting of 6,494,769 Class A ordinary shares and one Class B ordinary share. At the Meeting, 6,468,750 ordinary shares were represented, constituting 99.6% of the issued and outstanding ordinary shares and a quorum for the transaction of business.\n\n \n\nBoth proposals submitted to shareholders at the Meeting were approved, with 6,468,750 votes in favor and no votes against for each proposal."}