~~United~~UNITED ~~States~~STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

~~June~~Date 26of Report (Date of earliest event reported): July 11, 2025 (July 7, 2025)

Date of Report (Date of earliest event reported)

Aetherium Acquisition Corp.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-41189

86-3449713

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

79B Pemberwick Rd.

Greenwich, CT

06831

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (650) 450-6836

N/A

(Former name or former address, if changed since last report)

Check 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:

☐ Written communications pursuant to Rule 425 under the Securities Act ☒☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol~~(s)~~	Name of each exchange on which registered
Units, each consisting of one share of Class A Common Stock and one Redeemable Warrant	GMFIU	N/A
Class A Common Stock, par value $0.0001 per share	GMFI	N/A
Warrants	GMFIW	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☒

If 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. ☐

Item 85.~~01.~~03 ~~Other~~Amendments ~~Events~~to Articles of Incorporation or Bylaws; Change in Fiscal Year.

OnThe ~~June~~disclosure ~~26,~~contained ~~2025,~~in ~~the~~Item ~~Company~~5.07 ~~issued a press release, a copy~~ of ~~which is attached as Exhibit 99.1 to~~ this Current Report on Form 8-K, ~~announcing the~~is ~~postponement~~incorporated ofby ~~its~~reference ~~Special~~in ~~Meeting~~this ~~(the~~Item ~~“Meeting”) from 8:30 a.m. Eastern Time on June 27, 2025 to 8:30 a.m. Eastern Time on July 7, 2025 and the redemption right deadline to~~ 5~~:00 p~~.m03. ~~Eastern Time on July 2, 2025.~~

OnItem May 23, 2025, the Company filed a definitive proxy statement with the Securities and Exchange Commission (the “SEC”), on June 3, 2025 the Company filed a revised definitive proxy statement with the SEC and on June 13, 2025 and the Company issued a press release postponing the Meeting from 8:30 a5.m.07 ~~Eastern~~Submission ~~Time~~of onMatters ~~June 13, 2025~~ to ~~8:30~~ a~~.m.~~ ~~Eastern~~Vote ~~Time on June 27, 2025 (together with the additional proxy statement supplements and annexes, the “Proxy Statement”) each in connection with its solicitation~~ of ~~proxies~~ ~~for~~Security ~~the Meeting~~Holders.

~~Other~~On ~~than~~July as7, ~~indicated herein~~2025, ~~no other changes have been made to~~ the ~~Proxy~~Company ~~Statement~~held ora ~~the~~special ~~proxy~~meeting ~~card as originally filed and mailed. Investors and shareholders are also able to obtain, for free, copies of documents filed with~~ (the ~~SEC~~“Extension atMeeting”) ~~the SEC’s website at http~~to:~~//www.sec.gov.~~

If you have already voted, you do not need to vote again unless you would like to change or revoke your prior vote on any proposal. In addition, stockholders who have already submitted a redemption request with respect to the shares held by them may withdraw such request by contacting our Transfer Agent. If you would like to change or revoke your prior vote on any proposal, or reverse a redemption request, please refer to the Proxy Statement for additional information on how to do so.

	1)	amend the Company’s certificate of incorporation (the “Charter Amendment Proposal”) to extend the date by which the Company has to consummate an initial business combination to fifty-one (51) months from the effectiveness date of the Company’s Form S-1 by the SEC, which was December 29, 2021, by depositing into the Trust Account (defined below) $10,000 for each one-month extension;

	2)	amend the Company’s investment management trust agreement, dated as of December 29, 2021, as subsequently amended (the “Trust Agreement”), by and between the Company and Continental Stock Transfer & Trust Company (the “Trustee”), to allow the Company to extend the Extended Termination Date to fifty-one (51) months from the effectiveness date of the Company’s Form S-1 by the SEC, which was December 29, 2021, until March 29, 2026, (the “Trust Amendments Proposal”).

IfThe ~~you~~proposal ~~have~~to ~~already~~adjourn ~~submitted~~the aExtension ~~proxy~~Meeting ~~and do not wish~~ to ~~change your vote, you need not take any further action. If you have submitted~~ a ~~proxy~~ ~~and~~later ~~wish~~date ~~to change your vote, you may revoke your proxy at any time before it is exercised at~~ (the ~~Meeting~~“Adjournment asProposal”) ~~provided~~was innot ~~the~~presented ~~Proxy~~because there ~~Statement.~~were ~~Please~~sufficient ~~note,~~votes ~~however, that if your shares are held in street name by a broker or other nominee and you wish~~ to ~~revoke~~approve aeach ~~proxy, you~~of ~~must contact~~ the ~~broker~~foregoing ~~or nominee to revoke any prior voting instructions~~proposals.

~~All~~As ofpreviously ~~the~~reported, ~~Company’s~~on ~~shareholders~~June of13, ~~record~~2025, ~~as of~~ the ~~close~~Company ofissued ~~business~~a onpress ~~May~~release 9,postponing ~~2025~~the ~~are~~Meeting ~~entitled~~from to8:30 ~~vote at the Meeting~~a.m. WeEastern ~~have retained~~Time ~~Advantage~~on ~~Proxy~~June 13, ~~Inc.~~2025 ~~(“Advantage Proxy”)~~ to ~~assist~~8:30 ~~us in soliciting proxies~~a.m. IfEastern ~~shareholders~~Time ~~have~~on ~~questions about~~June ~~how~~27, to2025, ~~vote~~and oron ~~direct~~June a26, ~~vote~~2025, into ~~respect~~allow oftime ~~their~~for ~~shares,~~additional ~~shareholders~~votes ~~may~~on ~~contact~~the ~~Advantage~~proposals, ~~Proxy~~the atCompany postponed ~~(877)~~the ~~870-8565~~Meeting ~~(toll~~to ~~free) or~~July by7, ~~email at ksmith@advantageproxy~~2025.~~com.~~

~~Participants~~There were 1,702,285 Public Shares outstanding and there were 5,105,784 shares of Class A common stock (of which 2,874,999 are non-redeemable shares of Class A common stock that were converted from Founder Shares and 528,500 are shares underlying the Private Placement Units) and one share of Class B common stock for a total of 5,105,785 shares of Common Stock outstanding on the record date for the Extension Meeting, May 9, 2025. At the Extension Meeting, there were 3,384,144 shares of Common Stock present in person or by proxy, representing approximately 66.28% of the ~~Solicitation~~total shares of Common Stock outstanding as of the record date, which constituted a quorum.

The ~~Company~~final ~~and~~voting ~~its~~results ~~directors,~~for ~~executive officers, other members of management and employees, under SEC rules, may be deemed to be participants in~~ the ~~solicitation~~Charter ofAmendment ~~proxies~~Proposal ~~from~~were ~~the~~as shareholders of the Company in connection with the Meeting. Investors and shareholders may obtain more detailed information regarding the names, affiliations and interests of the Company’s directors and officers in the Proxy Statement, which may be obtained free of charge from the sources indicated above.follows:

Additional Information and Where to Find It

For		Against		Abstain
3,384,139 (66.28% of outstanding)		5		0

OnThe ~~May~~final ~~23,~~voting ~~2025,~~results ~~the Company filed a definitive proxy statement and on June 3, 2025, the Company filed a revised definitive proxy statement with the SEC in connection with its solicitation of proxies~~ for the ~~Meeting.~~Trust ~~BEFORE~~Amendments ~~MAKING~~Proposal ~~ANY~~were ~~VOTING~~as DECISION, INVESTORS AND SHAREHOLDERS OF THE COMPANY ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND OTHER DOCUMENTS THE COMPANY FILES WITH THE SEC CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and shareholders will be able to obtain free copies of the definitive proxy statement (including any amendments or supplements thereto) and other documents filed or that will be filed with the SEC through the web site maintained by the SEC at www.sec.gov.follows:

Item 9.01. Financial Statements and Exhibits.

For		Against		Abstain
3,384,139 (66.28% of outstanding)		5		0

Exhibit No.		Description
99.1		Press Release, dated June 26, 2025
104		Cover Page Interactive Data File (embedded within the inline XBRL Document)

Shareholders holding 1,693,044 public shares of the Company’s shares of Class A Common Stock validly exercised and did not, as of the date of this Form 8-K, revoke their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account. As a result, assuming no redemption elections are reversed following the date of this 8-K and prior to the payment of funds from the Trust Account to such redeeming holders, approximately $20.333 million (expected to be approximately $12.01 per share) may be removed from the Trust Account to pay such holders. While the Company remains in active discussions with certain major stockholders with respect to reversing their redemption elections prior to making the redemption payments, but there can be no assurances that any agreement to this effect will be reached with such major stockholders prior to the payment of funds from the Trust Account to such holders and the irrevocable redemption of their Class A Common Stock.

~~SIGNATURES~~The Charter Amendment, effective as of July 7, 2025, is attached as Exhibit 3.1 hereto and is incorporated by reference. The Company filed the Charter Amendment with the State of Delaware on July 10, 2025.

~~Pursuant~~Amendment No. 3 to the ~~requirements~~Trust ofAgreement, ~~the~~effective ~~Securities~~as ~~Exchange~~of ~~Act~~July of7, ~~1934~~2025, ~~the~~is ~~Registrant~~attached ~~has~~as ~~duly~~Exhibit ~~caused~~3.2 ~~this~~hereto ~~report~~and tois beincorporated ~~signed on its behalf~~ by ~~the~~ ~~undersigned hereunto duly authorized~~reference.

~~Dated:~~Forward ~~June~~Looking ~~26, 2025~~Statements

~~AETHERIUM~~This Current ~~ACQUISITION~~Report ~~CORP~~on Form 8-K includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. ~~By:~~Certain /of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements are subject to certain risks and uncertainties that may cause the Company’s/ ~~Jonathan~~actual ~~Chan~~results ~~Name:~~to ~~Jonathan~~differ ~~Chan~~from ~~Title:~~the ~~Chief~~expectations expressed ~~Executive~~in ~~Officer~~the forward-looking statements. There can be no assurance that the Company will achieve such expectations. The forward-looking statements contained in this report speak only as of the date of this report and ~~Chairman~~the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this report, unless required by law.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
3.1		Third Amendment to the Amended And Restated Certificate of Incorporation of Aetherium Acquisition Corp.
10.1		Amendment No. 4 to the Trust Agreement, effective as of July 7, 2025 between Aetherium Acquisition Corp and Continental Stock Transfer and Trust Company
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: July 11, 2025

	AETHERIUM ACQUISITION CORP.

	By:	/s/ Jonathan Chan
	Name:	Jonathan Chan
	Title:	Chief Executive Officer and Chairman

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