Drugs Made In America Acquisition Corp. 8-K

What Happened
Drugs Made In America Acquisition Corp. (the Company) filed an 8‑K reporting that Lynn Stockwell resigned as Chief Executive Officer, Executive Chair and as a director of both the Company and its affiliate, Drugs Made In America Acquisition II Corp. (the Affiliate), effective upon the Board’s receipt of her resignation on February 28, 2026. The resignation followed disclosures that the Affiliate’s sponsor withdrew funds from the Affiliate’s working capital account for amounts beyond prior advances and for expenses unrelated to the Affiliate, and that the sponsor was unable to return the identified overpayment after the Affiliate Board demanded repayment.

Key Details

• Sponsor withdrawals: an aggregate $1,100,000 was withdrawn from the Affiliate’s working capital account between the Affiliate’s IPO (Sept 26, 2025) and Sept 30, 2025. Of that, $325,000 repaid a working capital note and $208,000 repaid offering costs—amounts above previous sponsor advances.
• Overpayment and additional withdrawals: $566,269 was reported in the Affiliate’s 10‑Q as an overpayment to the sponsor; between Sept 30 and Dec 31, 2025 the sponsor withdrew at least an additional $200,000 for expenses unrelated to the Affiliate.
• Board actions and timing: on Feb 12, 2026 the Affiliate Board directed the sponsor to return the full overpayment; sponsor said it could not repay; on Feb 18, 2026 Lynn Stockwell agreed to resign at the boards’ request; the Company received notice and removed her effective Feb 28, 2026.
• New CEO: Roger Bendelac, age 69, with 30+ years in investment banking, capital markets and corporate advisory roles, was appointed CEO effective upon Stockwell’s resignation. Compensation for Bendelac has not yet been determined and will be disclosed later if material.

Why It Matters
This is a material leadership and governance event tied to sponsor conduct that reduced the Affiliate’s working capital and created an unpaid overpayment. For investors, the change in CEO and the sponsor’s inability to repay funds raise governance and financial control concerns that could affect the Company’s liquidity, deal execution, and investor confidence. The Company will need to disclose any material developments (including the new CEO’s compensation) in future filings.