Private company

ShoulderUP Technology Acquisition Corp.

ShoulderUP Technology Acquisition Corp. is an American blank check company, incorporated in Delaware.1 It is headquartered in Kennesaw, Georgia.1

Last updated Oct 20, 2026.

Overview

  • IndustryBlank Checks1
  • HeadquartersKennesaw, Georgia1
  • Incorporated inDE2
  • Business address125 Townpark Drive, Suite 300, Kennesaw, Ga 301442
  • Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company2

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Through Further Acquisition Opportunities- a business that has the platform to grow inorganically through acquisitions.3 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Operating income45-$1.3M in 2024+20% since 2022
-$1.5M-$1.0M-$500.0K02022: -$1.1M-$1.1M20222023: -$1.2M-$1.2M2023+7%2024: -$1.3M-$1.3M2024+12%
Net income45-$2.0M in 2024
-$4.0M-$2.0M0$2.0M$4.0M2022: $2.4M$2.4M20222023: $332.3K$332.3K2023−86%2024: -$2.0M-$2.0M2024
Fiscal year20212022202320242025
Operating income-$1.1M4-$1.2M5-$1.3M5
Income before tax$3.3M4$1.5M5-$1.9M5
Income tax$858.7K4$1.2M5$133.6K5
Net income$2.4M4$332.3K5-$2.0M5

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Corporate structure

ShoulderUP Technology Acquisition Corp. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of ShoulderUP Technology Acquisition Corp.

  • MOORE CAPITAL MANAGEMENT, LP Filed SCHEDULE 13G/A on ShoulderUP Technology Acquisition Corp., latest Feb 13, 2025 (2 filings since Feb 14, 2024)
  • Polar Asset Management Partners Inc. Filed SC 13G/A on ShoulderUP Technology Acquisition Corp., latest Dec 6, 2024 (3 filings since Dec 11, 2023)
  • FIR TREE CAPITAL MANAGEMENT LP Filed SC 13G/A on ShoulderUP Technology Acquisition Corp., latest Nov 14, 2024 (2 filings since Feb 14, 2024)
  • AQR CAPITAL MANAGEMENT LLC Filed SC 13G/A on ShoulderUP Technology Acquisition Corp., latest Nov 13, 2024 (2 filings since Mar 4, 2024)
  • Shaolin Capital Management LLC Filed SC 13G/A on ShoulderUP Technology Acquisition Corp., latest Feb 22, 2024 (2 filings since Feb 14, 2023)
  • Radcliffe Capital Management, L.P. Filed SC 13G/A on ShoulderUP Technology Acquisition Corp., latest Feb 14, 2024 (2 filings since Apr 27, 2023)
  • Saba Capital Management, L.P. Filed SC 13G/A on ShoulderUP Technology Acquisition Corp., latest Feb 9, 2024 (3 filings since Nov 26, 2021)
  • HIGHBRIDGE CAPITAL MANAGEMENT LLC Filed SC 13G/A on ShoulderUP Technology Acquisition Corp., latest Feb 2, 2024 (2 filings since Feb 2, 2023)
  • Exos Asset Management LLC Filed SC 13G on ShoulderUP Technology Acquisition Corp., latest May 18, 2023
  • ShoulderUP Technology Sponsor, LLC Filed SC 13D on ShoulderUP Technology Acquisition Corp., latest Dec 2, 2021
  • ShoulderUP Technology Acquisition Corp. Kennesaw, Georgia

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What ShoulderUP Technology Acquisition Corp. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$432.5K5 Dec 31, 2024$403.5K5 Dec 31, 2023+7.2%

Properties, in its own words

We maintain our executive offices at 125 Townpark Drive, Suite 3000, Kennesaw, Georgia 30144.

Item 2 of the 10-K filed May 7, 2025.3

Leadership

Who has led ShoulderUP Technology Acquisition Corp., and when. Pick a name to see everywhere that person has worked.

Chief financial officer

  1. Grace Vandecruze2021
  2. Rashaun Williams2023
2025
Board members and other officers (6)

Timeline

  1. Apr 29, 20258-K Other events19
  2. Apr 22, 20258-K Entered a material agreement20
  3. Feb 12, 20258-K Bylaws or fiscal year changed; Shareholder vote21
  4. Jan 24, 20258-K Bylaws or fiscal year changed; Shareholder vote22
  5. Jan 3, 20258-K Bylaws or fiscal year changed; Shareholder vote23
  6. Nov 26, 20248-K Earlier financial statements no longer reliable24
  7. Nov 22, 20248-K Bylaws or fiscal year changed; Shareholder vote25
  8. Nov 20, 20248-K Other events26
  9. Nov 18, 20248-K Other events27
  10. Nov 14, 20248-K Other events28
  11. Aug 28, 20248-K Executive or director change29
  12. Jun 27, 20248-K Other events30

Filings

147 filings to the SEC since October 2021: 4 annual reports, 12 quarterly reports, 40 major events, 13 insider forms, 20 large holders, 58 other. The latest 20:

  1. Jun 23, 202515-12G EDGAR
  2. Jun 11, 202510-Q QUARTERLY REPORT EDGAR
  3. May 16, 2025NT 10-Q NOTIFICATION OF LATE FILING EDGAR
  4. May 7, 202510-K ANNUAL REPORT EDGAR
  5. Apr 29, 2025425 CURRENT REPORT EDGAR
  6. Apr 29, 20258-K CURRENT REPORT EDGAR
  7. Apr 22, 2025425 CURRENT REPORT EDGAR
  8. Apr 22, 20258-K CURRENT REPORT EDGAR
  9. Mar 31, 2025NT 10-K NOTIFICATION OF LATE FILING EDGAR
  10. Feb 13, 2025SCHEDULE 13G/A EDGAR
  11. Feb 12, 20258-K CURRENT REPORT EDGAR
  12. Jan 24, 20258-K CURRENT REPORT EDGAR
  13. Jan 17, 2025DEFM14A PROXY STATEMENT EDGAR
  14. Jan 13, 2025DEF 14A PROXY STATEMENT EDGAR
  15. Jan 3, 20258-K CURRENT REPORT EDGAR
  16. Jan 2, 2025PRE 14A PROXY STATEMENT EDGAR
  17. Dec 19, 2024DEF 14A PROXY STATEMENT EDGAR
  18. Dec 6, 2024SC 13G/A SUAC EDGAR
  19. Dec 5, 2024PRE 14A PROXY STATEMENT EDGAR
  20. Nov 29, 202410-Q QUARTERLY REPORT EDGAR

The 147 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

2 open-market trades by officers, directors and large owners since October 2021: 2 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Nov 19, 2024Polar Asset Management Partners Inc.10% ownerBuy100,000$10.71$1.1MForm 4
Nov 19, 2021ShoulderUP Technology Sponsor, LLC10% ownerBuy13,500,000Form 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

SEC filer profile

How ShoulderUP Technology Acquisition Corp. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARShoulderUP Technology Acquisition Corp.1
  • CIK0001885461
  • Employer ID (EIN)87-17301353
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; a shell company3
  • Incorporated inDelaware3
  • Fiscal year endsDecember 311
  • Industry code (SIC)6770 Blank Checks1
  • SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
  • Business address125 Townpark Drive, Suite 300, Kennesaw, GA 301441
  • Phone970.924.04461
  • Shares outstanding12,306,589 as of Jun 10, 20258
  • Public float$9.3M as of Jun 28, 20243
  • AuditorWithumSmith+Brown, PC, New York, New York PCAOB ID 100; no auditor attestation of internal control over financial reporting3
  • On EDGAR sinceOct 1, 20211
  • Filings151 in all: 8-K (38), 10-Q (11), SC 13G (11), 3 (10), DEFA14A (10), SC 13G/A (9), DEF 14A (7), PRE 14A (7)1
    All 33 form types

    UPLOAD (6), CORRESP (5), 10-K (4), 425 (4), NT 10-Q (4), 4 (2), 8-K/A (2), NT 10-K (2), PRER14A (2), S-1/A (2), 10-Q/A (1), 15-12G (1), 25-NSE (1), 3/A (1), 424B4 (1), 8-A12B (1), CERT (1), DEFM14A (1), DRS (1), EFFECT (1), NT 10-Q/A (1), S-1 (1), S-1MEF (1), SC 13D (1), SCHEDULE 13G/A (1)

  • Latest filingsAnnual report (10-K) May 7, 2025
    Quarterly report (10-Q) Jun 11, 2025
    Proxy statement (DEF 14A) Jan 13, 2025
    Latest 8-K (8-K) Apr 29, 2025

Securities registered for trading

ClassSymbolExchange
Units, each consisting of one share of Class A Common Stock and one-half of one Redeemable WarrantSUAC.UNONE
Class A Common Stock, par value $0.0001 per shareSUACNONE
Redeemable Warrants, exercisable for one share of Class A Common Stock for $11.50 per shareSUAC.WNONE

From the cover page of the 10-K filed May 7, 2025 (Section 12(b) of the Exchange Act).3

Risk factors and legal proceedings

The risks ShoulderUP Technology Acquisition Corp. names in Item 1A of its 10-K filed May 7, 2025: 75 risks under these headings, as written.3

  • Risks Relating to our Search for, Consummation of, or Inability to Consummate,
  • a Business Combination and Post-Business Combination Risks
  • Our public stockholders may not be afforded an opportunity to vote on our proposed initial business combination, and even if we hold a vote, holders of our founder shares will participate in such vote, which means we may complete our initial business combination even though a majority of our public stockholders do not support such a combination.
  • While we intend to seek stockholder approval of our initial business combination, our initial stockholders and management team have agreed to vote in favor of such initial business combination, regardless of how our public stockholders vote.
  • An investor’s only opportunity to affect the investment decision regarding a potential business combination may be limited to the exercise of your right to redeem your shares from us for cash.
  • The ability of our public stockholders to redeem their shares for cash may make our financial condition unattractive to potential business combination targets, which may make it difficult for us to complete the Business Combination.
  • The ability of our public stockholders to exercise redemption rights with respect to a large number of our shares may not allow us to complete the most desirable business combination or optimize our capital structure.
  • The ability of our public stockholders to exercise redemption rights with respect to a large number of our shares could increase the probability that our initial business combination would be unsuccessful and that you would have to wait for liquidation in order to redeem your shares.
  • The requirement that we complete our initial business combination on or before May 31, 2025 after the closing of the initial public offering (or up to any extension period, if applicable) may give potential target businesses leverage over us in negotiating a business combination and may limit the time we have in which to conduct due diligence on potential business combination targets, in particular as we approach our dissolution deadline, which could undermine our ability to complete our initial business combination on terms that would produce value for our stockholders.
  • We may not be able to complete our initial business combination on or before May 31, 2025 or during any extension period, in which case we would cease all operations except for the purpose of winding up and we would redeem our public shares and liquidate.
  • Our ability to complete a business combination, and any target business with which we ultimately consummate a business combination, may be materially adversely affected by the coronavirus (COVID-19) pandemic.
  • If we seek stockholder approval of the Business Combination, our sponsor, initial stockholders, directors, executive officers and their affiliates may elect to purchase shares or public warrants from public stockholders, which may influence a vote on a proposed business combination and reduce the public “float” of our Class A Common Stock.
The other 65 risks
  • If a stockholder fails to receive notice of our offer to redeem our public shares in connection with our initial business combination, or fails to comply with the procedures for tendering its shares, such shares may not be redeemed.
  • Stockholders will not have any rights or interests in funds from the trust account, except under certain limited circumstances. Therefore, to liquidate your investment, you may be forced to sell your public shares or warrants, potentially at a loss.
  • Stockholders will not be entitled to protections normally afforded to investors of many other blank check companies.
  • As the number of special purpose acquisition companies evaluating targets increases, there may be more competition for attractive targets. This could increase the cost of our initial Business Combination and could even result in our inability to consummate the Business Combination.
  • Changes in the market for directors’ and officers’ liability insurance could make it more difficult and more expensive for us to negotiate and complete the initial Business Combination.
  • Because of our limited resources and the significant competition for business combination opportunities, it may be more difficult for us to complete our initial Business Combination. If we are unable to complete our initial Business Combination, our public stockholders may receive only their pro rata portion of the funds in the trust account that are available for distribution to public stockholders, and our warrants will expire worthless.
  • If the net proceeds of the initial public offering and the sale of the private placement units not being held in the trust account are insufficient to allow us to operate for at least May 31, 2025 or during any extension period, it could limit the amount available to fund our search for a target business or businesses and complete our initial business combination, and we will depend on loans from our sponsor or management team to fund our search and to complete our initial business combination.
  • We have identified material weaknesses in our internal controls over financial reporting. The material weaknesses have adversely affected, and could continue to adversely affect, our ability to report our results of operations and financial condition accurately and in a timely manner.
  • Subsequent to our completion of the initial Business Combination, we may be required to take write-downs or write-offs, restructuring and impairment or other charges that could have a significant negative effect on our financial condition, results of operations and the price of our securities, which could cause you to lose some or all of your investment.
  • If third parties bring claims against us, the proceeds held in the trust account could be reduced and the per-share redemption amount received by stockholders may be less than $10.20 per share.
  • Our directors may decide not to enforce the indemnification obligations of our sponsor, resulting in a reduction in the amount of funds in the trust account available for distribution to our public stockholders.
  • We may not have sufficient funds to satisfy indemnification claims of our directors and executive officers.
  • If, after we distribute the proceeds in the trust account to our public stockholders, we file a bankruptcy petition or an involuntary bankruptcy petition is filed against us that is not dismissed, a bankruptcy court may seek to recover such proceeds, and the members of our board of directors may be viewed as having breached their fiduciary duties to our creditors, thereby exposing the members of our board of directors and us to claims of punitive damages.
  • If, before distributing the proceeds in the trust account to our public stockholders, we file a bankruptcy petition or an involuntary bankruptcy petition is filed against us that is not dismissed, the claims of creditors in such proceeding may have priority over the claims of our stockholders and the per-share amount that would otherwise be received by our stockholders in connection with our liquidation may be reduced.
  • Our stockholders may be held liable for claims by third parties against us to the extent of distributions received by them upon redemption of their shares.
  • Because we were neither limited to evaluating a target business in a particular industry sector, stockholders will be unable to ascertain the merits or risks of SEE ID’s operations.
  • We may seek business combination opportunities in industries or sectors that may be outside of our management’s areas of expertise.
  • Although we have identified general criteria and guidelines that we believe were important in evaluating prospective target businesses, our initial Business Combination may not meet all such criteria and guidelines, and as a result, our initial Business Combination may not have attributes entirely consistent with our general criteria and guidelines.
  • We may seek business combination opportunities with an early-stage company, a financially unstable business or an entity lacking an established record of revenue, cash flow or earnings, which could subject us to volatile revenues, cash flows or earnings or difficulty in retaining key personnel.
  • We are not required to obtain an opinion from an independent investment banking firm or from a valuation or appraisal firm, and consequently, you may have no assurance from an independent source that the price we are paying for the business is fair to our stockholders from a financial point of view.
  • Because we must furnish our stockholders with target business financial statements, we may have difficulty completing our initial Business Combination.
  • Compliance obligations under the Sarbanes-Oxley Act may make it more difficult for us to effectuate our initial Business Combination, require substantial financial and management resources, and increase the time and costs of completing an initial business combination.
  • We do not have a specified maximum redemption threshold. The absence of such a redemption threshold may make it possible for us to complete our initial business combination with which a substantial majority of our stockholders or warrant holders do not agree.
  • In order to effectuate the initial Business Combination, special purpose acquisition companies have, in the recent past, amended various provisions of their charters and other governing instruments, including their warrant agreements. We cannot assure you that we will not seek to amend our amended and restated certificate of incorporation or governing instruments in a manner that will make it easier for us to complete our initial Business Combination that our stockholders may not support.
  • Certain agreements related to the initial public offering may be amended without stockholder approval.
  • We may be unable to obtain additional financing to complete our initial Business Combination or to fund the operations and growth of SEE ID, which could compel us to restructure or abandon the Business Combination.
  • Our initial stockholders control a substantial interest in us and thus may exert a substantial influence on actions requiring a stockholder vote, potentially in a manner that you do not support.
  • Our initial business combination and our structure thereafter may not be tax-efficient to our stockholders and warrant holders. As a result of our business combination, our tax obligations may be more complex, burdensome and uncertain.
  • A new 1% U.S. federal excise tax could be imposed on us in connection with redemptions by us of our shares.
  • Resources could be wasted in researching business combinations that are not completed, which could materially adversely affect subsequent attempts to locate and acquire or merge with another business. If we are unable to complete our initial business combination, our public stockholders may only receive their pro rata portion of the funds in the trust account that are available for distribution to public stockholders, and our warrants will expire worthless.
  • Our key personnel may negotiate employment or consulting agreements with a target business in connection with a particular business combination, and a particular business combination may be conditioned on the retention or resignation of such key personnel. These agreements may provide for them to receive compensation following our initial business combination and as a result, may cause them to have conflicts of interest in determining whether a particular business combination is the most advantageous.
  • We may have a limited ability to assess the management of a prospective target business and, as a result, may effect our initial Business Combination with a target business whose management may not have the skills, qualifications or abilities to manage a public company.
  • The officers and directors of SEE ID may resign upon completion of our initial Business Combination. The loss of SEE ID’s key personnel could adversely impact the operations and profitability of our post-combination business.
  • If SEE ID’s management following the initial Business Combination is unfamiliar with U.S. securities laws, they may have to expend time and resources becoming familiar with such laws, which could lead to various regulatory issues.
  • We may issue notes or other debt securities, or otherwise incur substantial debt, to complete the Business Combination, which may adversely affect our leverage and financial condition and thus adversely impact the value of our stockholders’ investment in us.
  • We may only be able to complete one business combination with the proceeds of the initial public offering and the sale of the private placement units, which will cause us to be solely dependent on a single business which may have a limited number of products or services. This lack of diversification may adversely impact our operations and profitability.
  • We may attempt to simultaneously complete business combinations with multiple prospective targets, which may hinder our ability to complete our initial business combination and give rise to increased costs and risks that could adversely impact our operations and profitability.
  • We may issue our shares to investors in connection with the Business Combination at a price that is less than the prevailing market price of our shares at that time.
  • Risks Relating to our Sponsor and Management Team
  • Our ability to successfully effect the Business Combination and to be successful thereafter will be dependent upon the efforts of our key personnel, some of whom may join us following our initial business combination. The loss of key personnel could negatively impact the operations and profitability of our post-combination business.
  • We are dependent upon our executive officers and directors and their departure could adversely affect our ability to operate.
  • The nominal purchase price paid by our sponsor for the founder shares may significantly dilute the implied value of your public shares in the event we consummate an initial business combination, and our sponsor is likely to make a substantial profit on its investment in us in the event we consummate an initial business combination, even if the business combination causes the trading price of our common shares to materially decline.
  • Since our sponsor, executive officers and directors will lose their entire investment in us if our initial business combination is not completed (other than with respect to public shares they may acquire during or after the initial public offering), a conflict of interest may arise in determining whether a particular business combination target is appropriate for our initial business combination.
  • Our executive officers and directors will allocate their time to other businesses thereby causing conflicts of interest in their determination as to how much time to devote to our affairs. This conflict of interest could have a negative impact on our ability to complete our initial business combination.
  • Our officers and directors presently have, and any of them in the future may have additional, fiduciary or contractual obligations to other entities and, accordingly, may have conflicts of interest in determining to which entity a particular business opportunity should be presented.
  • Our executive officers, directors, security holders and their respective affiliates may have competitive pecuniary interests that conflict with our interests.
  • We may engage in a business combination with one or more target businesses that have relationships with entities that may be affiliated with our sponsor, executive officers, directors or existing holders which may raise potential conflicts of interest.
  • Our management is not expected to maintain control of the post-combination company. We cannot provide assurance that, upon loss of control of the post-combination business, new management will possess the skills, qualifications or abilities necessary to profitably operate such business.
  • Members of our management team and board of directors have significant experience as founders, board members, officers or executives of other companies. As a result, certain of those persons have been, or may become, involved in proceedings, investigations and litigation relating to the business affairs of the companies with which they were, are, or may be in the future be, affiliated. These activities may have an adverse effect on us, which may impede our ability to consummate an initial business combination.
  • Risks Relating to our Securities
  • If we are deemed to be an investment company under the Investment Company Act, we may be required to institute burdensome compliance requirements and our activities may be restricted, which may make it difficult for us to complete our initial business combination.
  • If we seek stockholder approval of our initial business combination and we do not conduct redemptions pursuant to the tender offer rules, and if you or a “group” of stockholders are deemed to hold in excess of 15% of our Class A Common Stock, stockholders will lose the ability to redeem all such shares in excess of 15% of our Class A Common Stock.
  • Unlike some other similarly structured special purpose acquisition companies, our initial stockholders will receive additional shares of Class A Common Stock if we issue certain shares to consummate an initial business combination.
  • Warrant holders will not be permitted to exercise your warrants unless we register and qualify the underlying Class A Common Stock or certain exemptions are available.
  • We may amend the terms of the warrants in a manner that may be adverse to holders of warrants with the approval by the holders of at least a majority of the then outstanding warrants. As a result, the exercise price of your warrants could be increased, the exercise period could be shortened and the number of shares of Class A Common Stock purchasable upon exercise of a warrant could be decreased, all without your approval.
  • Our warrant agreement will designate the courts of the State of New York or the United States District Court for the Southern District of New York as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by holders of our warrants, which could limit the ability of warrant holders to obtain a favorable judicial forum for disputes with our company.
  • Our warrants and founder shares may have an adverse effect on the market price of our shares of Class A Common Stock and make it more difficult to effectuate our initial business combination.
  • Because each unit contains one-half of one warrant and only a whole warrant may be exercised, the units may be worth less than units of other special purpose acquisition companies.
  • A provision of our warrant agreement may make it more difficult for us to consummate an initial business combination.
  • The grant of registration rights to our initial stockholders and holders of our private placement units may make it more difficult to complete our initial business combination, and the future exercise of such rights may adversely affect the market price of our shares of Class A Common Stock.
  • Provisions in our amended and restated certificate of incorporation and Delaware law may inhibit a takeover of us, which could limit the price investors might be willing to pay in the future for our shares of Class A Common Stock and could entrench management.
  • Provisions in our amended and restated certificate of incorporation and Delaware law may have the effect of discouraging lawsuits against our directors and officers.
  • General Risk Factors
  • We are a blank check company with no operating history and no revenues, and you have no basis on which to evaluate our ability to achieve our business objective.
  • Past performance by our management team and their affiliates may not be indicative of future performance of an investment in us.
  • Cyber incidents or attacks directed at us could result in information theft, data corruption, operational disruption and/or financial loss.
  • Changes in laws or regulations, or a failure to comply with any laws and regulations, may adversely affect our business, including our ability to negotiate and complete our initial business combination, and results of operations.
  • We may face risks related to technology, and cybersecurity businesses.

Legal proceedings

We may be party to various claims and legal proceedings from time to time. We are not subject to any pending material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against us or any of our officers or directors in their capacity as such.

The opening of Item 3, Legal Proceedings.3

Sources

The numbers on this page point here. Each one links to the record it came from.

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  19. 19
    SEC EDGAROther events
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    SEC EDGAROther events
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    SEC EDGAROther events
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    SEC EDGAROther events
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    SEC EDGAROther events
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