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Form 8-K

sec.gov

8-K — New America Acquisition I Corp.

Accession: 0001493152-26-036181

Filed: 2026-08-05

Period: 2026-08-05

CIK: 0002074878

SIC: 6770 (BLANK CHECKS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date

of Report (Date of earliest event reported): August 5, 2026

NEW

AMERICA ACQUISITION I CORP.

(Exact

name of registrant as specified in its charter)

Florida

001-42988

39-2431245

(State

or other jurisdiction of

incorporation or organization)

(Commission

File

Number)

(I.R.S.

Employer

Identification

Number)

590

Madison Avenue, 39th Floor

New

York, NY

10022

(Address

of principal executive offices)

(Zip

Code)

Registrant’s

telephone number, including area code: (917) 576-6828

Not

Applicable

(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 to the registrant under

any of the following provisions:

Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, par value $0.0001 per share, and one-half of one redeemable warrant

NWAXU

The

New York Stock Exchange

Class

A common stock, par value $0.0001 per share

NWAX

The

New York Stock Exchange

Warrants

included as part of the units, each whole warrant exercisable to purchase one share of Class A common stock at an exercise price

of $11.50

NWAXW

The

New York Stock Exchange

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2

of the Securities Exchange Act of 1934.

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

5.02

Departure

of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

CEO/Director

Resignation

On

August 5, 2026, Kevin McGurn resigned, effective as of August 5, 2026, from his positions as the Chief Executive Officer and a director

of New America Acquisition I Corp. (the “Company”). Mr. McGurn’s resignation was not because of any disagreement with

management or the Board of Directors of the Company (the “Board”) on any matter relating to the Company’s operations,

policies or practices. As a result of the resignation, the size of the Board has been decreased from six directors to five directors.

CEO

Appointment

Effective

as of August 5, 2026, Kyle Wool, Chairman of the Board, was appointed by the Board as Chief Executive Officer of the Company. Mr. Wool

will continue to serve on the Board as Chairman.

Mr.

Wool, aged 49, has served as a member of the Board since February 2026. Mr. Wool has served as President of Dominari Holdings Inc. (Nasdaq:

DOMH) since December 2023, chief executive officer of Dominari Securities, a co-book-running manager and a representative of the underwriters

in the Company’s initial public offering, since May 2023, and director of Dominari Holdings Inc. since 2021. Prior to that, Mr.

Wool was the non-executive Chairman of Revere Wealth Management, where he provided integrated strategies designed to help build, manage

and preserve wealth for wealthy families, endowments and foundations. Prior to his employment at Revere Wealth Management, Mr. Wool was

an Executive Director at Morgan Stanley (NYSE: MS) from May 2013 to January 2021, where he provided strategic wealth management and investing

guidance to his clients. Mr. Wool was employed at Oppenheimer and Co., Inc. in a number of roles, where he provided strategic wealth

management and investing guidance to his clients, from 2005 to 2013. Specifically, from 2010 until 2013, Mr. Wool served as a Managing

Director of the Professional Investors Group for Oppenheimer Asia Ltd. Mr. Wool currently serves as a board member of LifeLine NY, a

charity foundation focused on attaining medical equipment for the underprivileged children of Serbia and a board member of CIRSD (Center

for International Relations and Sustainable Development), whose mission is to empower youth in communities with the greatest need to

reach their full potential and pursue higher education. Mr. Wool is also a board member of the LangLang International Music Foundation.

Mr. Wool holds a degree from State University of New York at Binghamton.

There

is no family relationship between Mr. Wool and any director or executive officer of the Company, and there are no transactions involving

Mr. Wool requiring disclosure under Item 404(a) of Regulation S-K.

Item

7.01 Regulation FD Disclosure.

The

Company issued a press release on August 5, 2026, regarding Mr. Wool’s appointment as the Chief Executive Officer of the Company

and Mr. McGurn’s resignation. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is

incorporated herein solely for purposes of this Item 7.01 disclosure.

Such

press release shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange

Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in

this Item 7.01, as well as Exhibit 99.1, shall not be deemed incorporated by reference into any filing under the Securities Act of 1933,

as amended, or the Exchange Act regardless of any general incorporation language in such filing.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

99.1

Press Release, dated August 5, 2026.

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:

August 5, 2026

New

America Acquisition I Corp.

By:

/s/

Kyle Wool

Name:

Kyle

Wool

Title:

Chief

Executive Officer

EX-99.1

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

New

America Acquisition I Corp. Announces Leadership Transition;

Kyle

Wool Appointed Chief Executive Officer

Chairman

Kyle Wool, a veteran Wall Street executive, to lead the Company’s pursuit of its anticipated initial business combination phase

New

York, New York, August 5, 2026 – New America Acquisition I Corp. (NYSE: NWAX) (the “Company”) today announced that

Kevin McGurn has resigned as Chief Executive Officer and as a member of the Board of Directors of the Company, effective August 5, 2026,

and that the Board of Directors has appointed Kyle Wool, the Company’s Chairman of the Board, as Chief Executive Officer, effective

as of the same date. Mr. Wool will continue to serve as Chairman of the Board. Mr. McGurn’s resignation was voluntary and was not

the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

The

Company completed its initial public offering of 34,500,000 units at $10.00 per unit in December 2025, including the full exercise of

the underwriters’ over-allotment option, and continues to pursue its initial business combination targeting established U.S.-based

companies across industrial automation, data and AI infrastructure, advanced manufacturing and the modernization of U.S. energy and power

systems.

“Leading

New America from its founding through one of the most successful SPAC IPOs of 2025 has been a privilege, and I am proud of the platform

and the team we have built,” said Mr. McGurn. “Kyle is a proven capital markets leader with deep relationships across Wall

Street and a long record of building businesses and delivering for investors. He knows this Company, he believes in its mission, and

I can think of no one better positioned to carry it forward. I have complete confidence in Kyle and the Board, and I look forward to

the Company completing an outstanding business combination.”

“On

behalf of the Board, I want to thank Kevin for his leadership and for the strong foundation he built,” said Mr. Wool. “Looking

ahead, I am excited to complete a business combination with a great company that advances American industry and innovation and improves

value for Americans. With the capital raised in our offering and a deep pipeline of opportunities across the sectors we know best, New

America has the team, the resources and the mandate to deliver on that mission.”

Kyle

Wool brings more than two decades of experience across financial services and capital markets. He has served as president of Dominari

Holdings Inc. (Nasdaq: DOMH) since December 2023 and chief executive officer of Dominari Securities LLC since May 2023. Earlier in his

career, Wool was an executive director at Morgan Stanley, advising clients on investment strategy and capital allocation. He also held

senior roles at Oppenheimer and Co., including serving as managing director of the Professional Investors Group for Oppenheimer Asia

Ltd. Wool holds a degree from the State University of New York at Binghamton.

About

New America Acquisition I Corp

New

America Acquisition I Corp is a blank-check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition,

stock purchase, reorganization, or similar business combination with one or more businesses. The Company intends to target established

U.S.-based companies that contribute to industrial capacity, technological innovation, and economic resilience, with a focus on automation,

advanced manufacturing, infrastructure and energy systems.

Learn

more at https://newamericaacquisition.com/

Cautionary

Note Regarding Forward-Looking Statements

This

press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s

leadership transition, the Company’s search for and ability to consummate an initial business combination and the anticipated benefits

of the management changes described herein. No assurance can be given that the Company will ultimately complete a business combination

transaction in the sectors it is targeting or at all. Management has based these forward-looking statements on its current expectations,

assumptions, estimates, and projections. While they believe these expectations, assumptions, estimates, and projections are reasonable,

such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond

management’s control. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the

Company, including those set forth in the Risk Factors section of the Company’s Annual Report on Form 10-K and other filings with

the U.S. Securities and Exchange Commission (the “SEC”). Copies of these documents are available on the SEC’s website,

at www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release,

except as required by law.

Contact

Brian

S. Siegel, IRC®, M.B.A.

Senior

Managing Director

Hayden

IR - Chicago

(346)

396-8696 (o)

brian@haydenir.com

SOURCE:

New America Acquisition I Corp.

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