Viking Acquisition Corp I 10-K

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Our Units, Ordinary Shares, and Warrants are each traded on the New York Stock Exchange (“NYSE”) under the symbols “VACI.U,” “VACI,” and “VACI WS” respectively. Our units commenced public trading on October 31, 2025, and our Ordinary Shares and Warrants commenced separate trading on November 20, 2025. Holders As of March 17, 2026, we had one holder of record of our Class A ordinary shares, one holder of record of our Class B ordinary shares, four holders of record of our units and one holder of record of our warrants. Dividends We have not paid any cash dividends on our Ordinary Shares to date and do not intend to pay cash dividends. The payment of cash dividends in the future will be dependent upon our revenues and earnings, if any, capital requirements and general financial condition and will be within the discretion of our board of directors. Further, if we incur any indebtedness, our ability to declare dividends may be limited by restrictive covenants we may agree to in connection therewith. Securities Authorized for Issuance Under Equity Compensation Plans None. Unregistered Sale of Equity Securities and Use of Proceeds On July 24, 2025, the Company issued an aggregate of 7,666,667 founder shares, in exchange for a $25,000 payment (approximately $0.00326 per share) from the sponsor to cover certain expenses on behalf of the Company. The sponsor has agreed to forfeit up to an aggregate of 1,000,000 founder shares to the extent that the over-allotment option is not exercised in full by the underwriters so that the founder shares represent 25% of the Company’s issued and outstanding shares after the Offering. On November 3, 2025, the underwriters exercised their over-allotment option in full as part of the closing of the Offering. As such, the 1,000,000 founder shares are no longer subject to forfeiture. The foregoing issuance was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act. Certain of the Strategic Partners and Senior Advisors invested in KingsRock Viking Acquisition, LLC, and through it, indirectly in the sponsor, thereby sharing in the appreciation of founder shares and private placement units held by the sponsor, provided that the Company successfully complete a business combination. However, such parties will have no right to control KingsRock Viking Acquisition, LLC or the sponsor or participate in any decision regarding the disposal of any security held by the sponsor prior to the consummation of a business combination. In addition, each of the Company’s four independent directors have purchased membership interests in KingsRock Viking Acquisition, LLC for $187 which will provide them with an indirect interest in 50,000 founder shares. In addition, one of the independent directors has purchased two other membership interests in KingsRock Viking Acquisition, LLC — one that he purchased for $250 which will provide him with an indirect interest in 66,666 founder shares, and the other that he purchased for $50,000 which will provide him with an indirect interest in 5,000 private placement units. None of the independent directors will have a right to control either KingsRock Viking Acquisition, LLC or the sponsor or participate in any decision regarding the disposal of any security held by the sponsor, or otherwise, prior to the consummation of a business combination. 70 Simultaneously with the closing of the Offering, the Company consummated the sale of an aggregate of 660,000 private placement units at a price of $10.00 per private placement unit, generating gross proceeds of $6,600,000. Each private placement unit consists of one Class A ordinary share and one-third of one private placement warrant. Of those 660,000 private placement units, the sponsor purchased 350,000 private placement units, and Cohen purchased 310,000 private placement units. The foregoing issuance was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act. The private placement warrants are identical to the public warrants underlying the units sold in the Offering, except that the private placement warrants are not transferable, assignable or salable until after the completion of a business combination, subject to certain limited exceptions. Of the gross proceeds received from the Offering and the proceeds of the sale of the private placement units, an aggregate of $230,000,000 was placed in the Trust Account. We paid a total of $14,339,392, consisting of $5,175,000 of cash underwriting fee (net of $575,000 underwriters’ reimbursement), $9,200,000 of deferred underwriting fee, and $539,392 of other offering costs. Repurchases None. ITEM 6. [RESERVED] 71