{"url_path":"/sec/legt-wt/8-k/2026-06-10/cover-page","section_key":"cover-page","section_title":"Cover Page","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-10","source_url":"https://www.sec.gov/Archives/edgar/data/2002038/0001829126-26-006250-index.html","accession_number":"0001829126-26-006250","cik":"0002002038","ticker":"LEGT","issuer_name":"Legato Merger Corp. III","edgar_url":"https://www.sec.gov/Archives/edgar/data/2002038/0001829126-26-006250-index.html","primary_entity_key":"0002002038","primary_entity_name":"Legato Merger Corp. III"},"word_count":999,"has_tables":true,"body_markdown":"false\n0002002038\n\n0002002038\n\n2026-06-09\n2026-06-09\n\n0002002038\n\nCIK0002002038:UnitsEachConsistingOfOneOrdinaryShareAndOnehalfOfOneRedeemableWarrantMember\n\n2026-06-09\n2026-06-09\n\n0002002038\n\nCIK0002002038:OrdinarySharesParValue0.0001PerShareMember\n\n2026-06-09\n2026-06-09\n\n0002002038\n\nCIK0002002038:RedeemableWarrantsExercisableForOrdinarySharesAtExercisePriceOf11.50PerShareMember\n\n2026-06-09\n2026-06-09\n\niso4217:USD\n\nxbrli:shares\n\niso4217:USD\n\nxbrli:shares\n\n \n\n \n\n \n\n**UNITED STATES**\n\n**SECURITIES AND EXCHANGE COMMISSION**\n\n**WASHINGTON, D.C. 20549**\n\n \n\n**FORM 8-K**\n\n \n\n**CURRENT REPORT**\n\n**PURSUANT TO SECTION 13 OR 15(d) OF THE**\n\n**SECURITIES EXCHANGE ACT OF 1934**\n\n \n\nDate of Report (Date of earliest event reported): **June 9, 2026**\n\n \n\n**LEGATO MERGER CORP. III**\n\n \n\n(Exact\nName of Registrant as Specified in Charter)\n\n \n\n**Cayman Islands**\n \n**001-41945**\n \n**98-1761148**\n\n(State or Other Jurisdiction\n\nof Incorporation)\n\n \n\n(Commission\n\nFile Number)\n\n \n\n(IRS Employer\n\nIdentification No.)\n\n \n\n777 Third Avenue, 37th Floor\n\nNew York, New York 10017\n\n(Address\nof Principal Executive Offices) (Zip Code)\n\n \n\n(212)\n319-7676\n\n(Registrant’s Telephone Number, Including Area Code)\n\n \n\nN/A\n\n(Former\nName or Former Address, if Changed Since Last Report)\n\n \n\nCheck the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (*see* General Instruction A.2. below):\n\n \n\n☐\nWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)\n\n \n \n\n☐\nSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)\n\n \n \n\n☐\nPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))\n\n \n \n\n☐\nPre-commencement\ncommunications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))\n\n \n\nSecurities registered pursuant to Section 12(b) of the Act:\n\n \n\n**Title of each class**\n \n**Trading Symbol(s)**\n \n**Name of each exchange on which registered**\n\nUnits, each consisting of one ordinary share and one-half of one redeemable warrant\n \nLEGT U\n \nNYSE American\n\nOrdinary shares, par value $0.0001 per share\n \nLEGT\n \nNYSE American\n\nRedeemable warrants, exercisable for ordinary shares at an exercise price of $11.50 per share\n \nLEGT WS\n \nNYSE American\n\n \n\nIndicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).\n\n \n\nEmerging growth company ☒\n\n \n\nIf an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐\n\n \n\n \n\n \n\n \n\n \n\n \n\n**Introductory Note.**\n\n \n\nAs previously disclosed, on November 12, 2025, Legato Merger Corp. III, a Cayman Islands exempted company (“Legato” or the “Company”), Einride AB, a limited liability company formed under the laws of Sweden (“Einride”), and Einride Cayman Sub Limited, a Cayman Islands exempted company and a direct, wholly-owned subsidiary of Einride (“Merger Sub”), entered into a Business Combination Agreement, which was amended by Amendment No. 1 to Business Combination Agreement, dated February 26, 2026, Amendment No. 2 to Business Combination Agreement, dated March 5, 2026, and Amendment No. 3 to Business Combination Agreement, dated April 17, 2026 (as amended, the “Business Combination Agreement”).\n\n \n\nOn June 9, 2026 (the “Closing Date”), pursuant to the Business Combination Agreement, Legato merged with and into Merger Sub, with Merger Sub surviving the merger as a direct, wholly-owned subsidiary of Einride (the “Merger”). The Merger and the other transactions contemplated by the Business Combination Agreement are referred to herein as the “Business Combination.” As a result of the Merger, Legato ceased to exist as a separate legal entity, and the securityholders of Legato became securityholders of Einride.\n\n \n\nImmediately prior to the effective time of the Merger, each outstanding unit of Legato separated into its component securities, and the underlying ordinary shares and warrants were treated as described below. At the effective time of the Merger, each issued and outstanding ordinary share of Legato, par value $0.0001 per share, was automatically cancelled and converted into and exchanged for one ordinary share of Einride in the form of one American depositary share of Einride, each representing one ordinary share of Einride (an “ADS”). Each outstanding whole warrant of Legato was assumed by Einride (the “Einride Warrants”) and became exercisable to purchase one ordinary share of Einride in the form of one ADS.\n\n \n\nIn connection with the consummation of the Business Combination, Einride consummated its previously announced private placement of an aggregate of 12,235,420 ADSs for an aggregate purchase price of $113.3 million and issued warrants (the “PIPE Warrants”) to purchase an aggregate of 18,353,130 ADSs pursuant to subscription agreements entered into with certain investors. The PIPE Warrants are exercisable for ADSs at an exercise price of $10.90 per ADS, subject to adjustment as set forth therein, and expire five years after the date of issuance.\n\n \n\nIn connection with the extraordinary general meeting of Legato, holders of 16,596,675 ordinary shares of Legato exercised their right to redeem such shares for a pro rata portion of the funds in Legato’s trust account. After giving effect to such redemptions and the consummation of the Business Combination, Einride has 140,039,054 ordinary shares, of which 16,639,056 are represented by ADSs, and 10,340,313 Einride Warrants outstanding.\n\n \n\nFollowing the consummation of the Business Combination, the ADSs and Einride Warrants commenced trading on The Nasdaq Stock Market LLC under the ticker symbols “ENRD” and “ENRDW,” respectively, on June 10, 2026.\n\n \n\nThe foregoing description of the Business Combination Agreement, the amendments thereto and the Business Combination does not purport to be complete and is qualified in its entirety by reference to the full text of the Business Combination Agreement, which was filed as Exhibit 2.1 to Legato’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on November 12, 2025, Amendment No. 1 to Business Combination Agreement, which was filed as Exhibit 2.1 to Legato’s Current Report on Form 8-K filed with the SEC on February 26, 2026, Amendment No. 2 to Business Combination Agreement, which was filed as Exhibit 2.3 to Einride’s Registration Statement on Form F-4 filed with the SEC on April 21, 2026, and Amendment No. 3 to Business Combination Agreement, which was filed as Exhibit 2.5 to Einride’s Registration Statement on Form F-4 filed with the SEC on April 21, 2026, each of which is incorporated herein by reference.\n\n \n\n1"}