Proxy Results, Private Placement (Form 8-K)

Item 3.02 Unregistered Sales of Equity Securities.

On May 11, 2026, SIM Acquisition Corp. I, a Cayman Islands exempted company (the "Company"), issued an aggregate of 3,000,000 Class A Ordinary Shares to SIM Sponsor 1 LLC (the "Sponsor"), upon the conversion (the "Conversion") of an equal number of Class B Ordinary Shares held by the Sponsor. The Class A Ordinary Shares issued in connection with the Conversion are subject to the same restrictions applicable to the Class B Ordinary Shares prior to the Conversion, including certain transfer restrictions, waiver of redemption rights and the obligation to vote in favor of a Business Combination as described in the final prospectus filed with the SEC by the Company on July 9, 2024 (the "IPO Prospectus") in connection with the Company's initial public offering (the "IPO"). Following the Conversion and the Meeting Redemptions (as defined below), there are 3,552,768 Class A Ordinary Shares issued and outstanding and 4,666,667 Class B Ordinary Shares issued and outstanding.

The Class A Ordinary Shares issued upon the Conversion have not been registered under the Securities Act of 1933, as amended, in reliance on the exemption from registration provided by Section 3(a)(9) thereof.

Item 5.03 Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year.

On May 7, 2026, the Company held an extraordinary general meeting of shareholders in lieu of an annual general meeting of shareholders (the "Meeting"). The (i) IPO Prospectus and (ii) Company's amended and restated memorandum and articles of association (as amended and currently in effect, the "Articles") provided that the Company initially had until July 11, 2026 (the date that was 24 months after the consummation of the Company's initial public offering on July 11, 2024 (the "IPO") to complete a merger, capital share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (a "Business Combination", and such period, the "Combination Period").

At the Meeting, the Extension Amendment Proposal (as defined below) to amend the Articles (the "Extension Amendment") was approved. Under the laws of the Cayman Islands, the Extension Amendment became effective upon approval of the Extension Amendment Proposal by the affirmative vote of a majority of at least two-thirds (2/3) of the votes cast by the holders of the Company's (i) Class A ordinary shares, par value $0.0001 per share (the "Class A Ordinary Shares"), and (ii) Class B ordinary shares, par value $0.0001 per share (the "Class B Ordinary Shares", and together with the Class A Ordinary Shares, the "Ordinary Shares") voting as a single class, who, being entitled to do so, voted in person (including shareholders who voted online) or by proxy at the Meeting. The Company filed the Extension Amendment with the Cayman Islands Registrar of Companies on May 11, 2026.

The foregoing description of the Extension Amendment is qualified in its entirety by reference to the Extension Amendment, a copy of which is filed hereto as Exhibit 3.1 and is incorporated by reference herein.

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Meeting, the Company's shareholders were presented with proposals to approve, by way of special resolution, the Extension Amendment to extend the date by which the Company must consummate a Business Combination from July 11, 2026 to July 12, 2027, or such earlier date as determined by the Board of Directors of the Company ("the Board") (the "Extension Amendment Proposal").