{"url_path":"/sec/racc/8-k/2026-05-21/item-3-02","section_key":"item-3-02","section_title":"Item 3.02 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-21","source_url":"https://www.sec.gov/Archives/edgar/data/2118032/0001193125-26-234382-index.html","accession_number":"0001193125-26-234382","cik":"0002118032","ticker":"RACC","issuer_name":"Research Alliance Corp III","edgar_url":"https://www.sec.gov/Archives/edgar/data/2118032/0001193125-26-234382-index.html","primary_entity_key":"0002118032","primary_entity_name":"Research Alliance Corp III"},"word_count":181,"has_tables":true,"body_markdown":"**Item 3.02.**\n\n**Unregistered Sales of Equity Securities.**\n\nSimultaneously with the closing of the IPO, the Company consummated the private placement (“Private Placement”) of 275,000 Private\nPlacement Shares with the Sponsor at a price of $10.00 per Private Placement Share, generating total proceeds of $2,750,000.\n\nThe Private\nPlacement Shares are identical to the Public Shares, being Class A ordinary shares, sold in the IPO except with respect to certain registration rights and transfer restrictions. Additionally, the holders of the Private Placement Shares have\nagreed to certain restrictions on the Private Placement Shares, as described in the Registration Statement. Such holders agreed not to transfer, assign or sell any of the Private Placement Shares (except in limited circumstances, as described in the\nRegistration Statement) until 30 days after the completion of the Company’s initial business combination. The holders were granted certain demand and piggyback registration rights in connection with the purchase of the Private Placement\nShares.\n\nThe Private Placement Shares were issued pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, as the\ntransaction did not involve a public offering."}