{"url_path":"/sec/gsrv/8-k/2026-05-18/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-18","source_url":"https://www.sec.gov/Archives/edgar/data/2111762/0001213900-26-058555-index.html","accession_number":"0001213900-26-058555","cik":"0002111762","ticker":"GSRV","issuer_name":"GSR V Acquisition Corp.","edgar_url":"https://www.sec.gov/Archives/edgar/data/2111762/0001213900-26-058555-index.html","primary_entity_key":"0002111762","primary_entity_name":"GSR V Acquisition Corp."},"word_count":616,"has_tables":true,"body_markdown":"**Item 1.01. Entry into a Material Definitive Agreement.**\n\n \n\nOn May 15, 2026, GSR V Acquisition\nCorp. (the “Company”) consummated its initial public offering (the “IPO”) of 20,000,000 units (the\n“Units”). In connection with the closing, the underwriter fully exercised its over-allotment option to purchase 3,000,000\nadditional Units (the “OA Option”) for an aggregate of 23,000,000 Units sold. Each Unit consists of one Class A ordinary\nshare, par value $0.0001 per share (“Class A Ordinary Share”), of the Company and one-seventh of one right (the “Rights”),\nwith each whole right entitling the holder thereof to receive one whole Class A Ordinary Share. The Units were sold at a price of $10.00\nper Unit, generating gross proceeds to the Company of $230,000,000.\n\n \n\nIn connection with the IPO,\nthe Company entered into the following agreements, forms of which were previously filed as exhibits to the Company’s registration\nstatement on Form S-1 (File No. 333-295415) (the “Registration Statement”):\n\n \n\n \n●\nan Underwriting Agreement, dated May 13, 2026, (the “Underwriting Agreement”), among the Company and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC and The Benchmark Company, LLC, as representatives of the underwriter named therein (the “Underwriter”), attached hereto as Exhibit 1.1 and incorporated herein by reference;\n\n \n\n \n●\nAmended and Restated Memorandum and Articles of Association of the Company, attached hereto as Exhibit 3.1 and incorporated herein by reference;\n\n \n\n \n●\na Rights Agreement, dated May 13, 2026, between the Company and Odyssey Transfer and Trust Company, as Rights agent, attached hereto as Exhibit 4.1 and incorporated by reference herein\n\n \n\n \n●\na Letter Agreement, dated May 13, 2026, among the Company, its officers and directors, GSR V Sponsor LLC (the “Sponsor”) and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC attached hereto as Exhibit 10.1 and incorporated herein by reference;\n\n \n\n \n●\nan Investment Management Trust Agreement, dated May 13, 2026, between the Company and Odyssey Transfer and Trust Company, as trustee, attached hereto as Exhibit 10.2 and incorporated herein by reference;\n\n \n\n \n●\na Registration Rights Agreement, dated May 13, 2026, among the Company and certain security holders named therein, attached hereto as Exhibit 10.3 and incorporated herein by reference;\n\n \n\n \n●\na Private Placement Unit Purchase Agreement, dated May 13, 2026, between the Company and the Sponsor (the “Sponsor Private Placement Unit Purchase Agreement”), attached hereto as Exhibit 10.4 and incorporated herein by reference;\n\n \n\n \n●\na Private Placement Unit Purchase Agreement, dated May 13, 2026, between the Company and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC (the “Underwriter Private Placement Unit Purchase Agreement”), attached hereto as Exhibit 10.5 and incorporated herein by reference;\n\n \n\n \n●\nAdministrative Services Agreement, dated May 13, 2026, between the Company and the Sponsor, attached hereto as Exhibit 10.6 and incorporated herein by reference;\n\n \n\n \n●\nIndemnity Agreement, dated May 13, 2026, between the Company and Gus Garcia attached hereto as Exhibit 10.7 and incorporated herein by reference;\n\n \n\n \n●\nIndemnity Agreement, dated May 13, 2026, between the Company and Lewis Silberman, attached hereto as Exhibit 10.8 and incorporated herein by reference;\n\n \n\n \n●\nIndemnity Agreement, dated May 13, 2026, between the Company and Anantha Ramamurti, attached hereto as Exhibit 10.9 and incorporated herein by reference;\n\n \n\n1\n\n \n\n \n\n \n●\nIndemnity Agreement, dated May 13, 2026, between the Company and Yuya Orime, attached hereto as Exhibit 10.10 and incorporated herein by reference;\n\n \n\n \n●\nIndemnity Agreement, dated May 13, 2026, between the Company and Jody Sitkoski, attached hereto as Exhibit 10.11 and incorporated herein by reference;\n\n \n\n \n●\nIndemnity Agreement, dated May 13, 2026, between the Company and Susie Kuan, attached hereto as Exhibit 10.12 and incorporated herein by reference; and\n\n \n\n \n●\nIndemnity Agreement, dated May 13, 2026, between the Company and Jonathan Cole, attached hereto as Exhibit 10.13 and incorporated herein by reference."}