{"url_path":"/sec/dgac/8-k/2026-06-01/item-3-02","section_key":"item-3-02","section_title":"Item 3.02 Unregistered Sales of","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-01","source_url":"https://www.sec.gov/Archives/edgar/data/2111038/0001185185-26-002273-index.html","accession_number":"0001185185-26-002273","cik":"0002111038","ticker":"DGAC","issuer_name":"DISCIPLINED GROWTH ACQUISITION Corp","edgar_url":"https://www.sec.gov/Archives/edgar/data/2111038/0001185185-26-002273-index.html","primary_entity_key":"0002111038","primary_entity_name":"DISCIPLINED GROWTH ACQUISITION Corp"},"word_count":351,"has_tables":true,"body_markdown":"**Item 3.02. Unregistered Sales of\nEquity Securities.**\n\n \n\nSimultaneously\nwith the closing of the IPO, pursuant to the Sponsor Private Placement Units Purchase Agreement and the Underwriters’ Private Placement\nUnits Purchase Agreement, the Company completed the private sale of an aggregate of 345,000 units (the “Private Placement Units”)\nto the Sponsor, Maxim and/or its designees and at-risk capital investors at a price of $10.00 per Private Placement Unit for an aggregate\npurchase price of $3,450,000. Of these Private Placement Units, the Sponsor purchased 175,000 Private Placement Units, Maxim and/or its\ndesignees purchased 60,000 Private Placement Units and the at-risk capital investors purchased 110,000 Private Placement Units. The Private\nPlacement Units (and underlying securities) are identical to the Units sold in the IPO, except as otherwise disclosed in the Registration\nStatement. No underwriting discounts or commissions were paid with respect to such sale. The issuance of the Private Placement Units was\nmade pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.\n\n  \n\nPrior to the IPO, the Sponsor acquired from the Company an aggregate\nof 5,750,000 Class B ordinary shares of the Company, par value $0.0001 per share (the “founder shares”), for an aggregate\npurchase price of $25,000, or approximately $0.004 per share. Simultaneously with the IPO, the Sponsor forfeited 1,100,000 founder shares\nand the at-risk capital investors purchased 1,100,000 founder shares pursuant to the Subscription Agreements (of which, 150,000 founder\nshares were purchased by the Maxim individuals and 950,000 founder shares were purchased by the third-party investors) for an aggregate\npurchase price of approximately $4,000, or approximately $0.004 per share, which resulted in the Sponsor owning 4,650,000 founder shares.\nThe founder shares will automatically convert into Class A Ordinary Shares at the time of the Company’s initial business combination,\nor earlier at the option of the holder, on a one-for-one basis, subject to adjustment as provided in the Amended Charter. No underwriting\ndiscounts or commissions were paid with respect to such sale. The issuance of the founder shares was made pursuant to the exemption from\nregistration contained in Section 4(a)(2) of the Securities Act."}