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Form 8-K

sec.gov

8-K — Drugs Made In America Acquisition Corp.

Accession: 0001213900-26-048585

Filed: 2026-04-28

Period: 2026-04-22

CIK: 0002028614

SIC: 6770 (BLANK CHECKS)

Item: Entry into a Material Definitive Agreement

Item: Financial Statements and Exhibits

Documents

8-K — ea0287918-8k_drugs.htm (Primary)

EX-10.1 — STATEMENT OF WORK BETWEEN AND BY DRUGS MADE IN AMERICA ACQUISITION CORP. AND TITAN ADVISORY SERVICES LLC, DATED APRIL 22, 2026 (ea028791801ex10-1.htm)

EX-10.2 — CEO COMPENSATION AGREEMENT BETWEEN AND BY DRUGS MADE IN AMERICA ACQUISITION CORP. AND ALEUTIAN EQUITY HOLDINGS LLC, DATED APRIL 22, 2026 (ea028791801ex10-2.htm)

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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

April 22, 2026

Date of Report (Date of earliest event reported)

Drugs Made In America Acquisition Corp.

(Exact Name of Registrant as Specified in Charter)

Cayman Islands

001-42467

99-2394788

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(I.R.S. Employer

Identification Number)

420 Lexington Avenue, Suite 1402

New York, NY

10170

(Address of Principal Executive Offices)

(Zip Code)

646-726-7074

Registrant’s telephone number, including

area code:

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 of 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 Ordinary share, $0.0001 par value and one right to receive one-eighth of one ordinary share

DMAAU

The Nasdaq Stock Market LLC

Ordinary shares, par value $0.0001 per share

DMAA

The Nasdaq Stock Market LLC

Rights, each entitling the holder to receive one-eighth of one Ordinary Share

DMAAR

The Nasdaq Stock Market LLC

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 1.01 Entry into a Material Definitive

Agreement.

As previously disclosed, on November 17, 2025,

Drugs Made in America Acquisition Corp. (the “Company”) appointed Saleem Elmasri as Chief Financial Officer

of the Company and entered into a Master Services Agreement (the “Consulting Agreement”) with Titan Advisory

Services LLC for the provision of such principal financial and accounting officer services by Mr. Elmasri. The Consulting Agreement included

a Statement of Work (the “SoW”) for the services to be rendered by Mr. Elmasri and the $3,500 monthly compensation

to be paid by the Company. In addition, the Company shall grant, or the Company’s former Chief Executive Officer, Lynn Stockwell,

shall transfer 100,000 ordinary shares of the Company to Saleem Elmasri upon engagement.

On April 22, 2026, the Company entered into an

updated Statement of Work (the “Updated SoW”) with Titan. Pursuant to the Updated

SoW:

● The

services to be rendered by Mr. Elmasri and the compensation to be paid by the Company under

the SoW remain unchanged;

● The

compensation due under the SoW remains outstanding and accrues as binding obligations of

the Company; and

● As

Titan has not been issued 100,000 ordinary shares per the SoW, Titan’s designated recipient,

Saleem Elmasri, shall be entitled to receive 175,000 ordinary shares, which shall be earned

upon execution of a definitive agreement and are to be issued at the closing of the Company’s

initial business combination, within ten (10) days thereafter.

As

previously disclosed, on February 28, 2026, the Company appointed Roger Bendelac as the Company’s Chief Executive Officer. Mr.

Bendelac’s compensation was not determined at the time of the appointment.

On

April 22, 2026, the Company entered into a compensation agreement (the “CEO Compensation Agreement”) with Aleutian

Equity Holdings LLC, the designated compensation vehicle for Roger E. Bendelac, the Company’s Chief Executive Officer. Pursuant

to the CEO Compensation Agreement:

● Mr.

Bendelac is entitled to compensation of $4,500 per month, of which $2,500 is payable currently and up to $2,000 may be deferred based

on the Company’s cash flow. Deferred amounts accrue as binding obligations of the Company; and

● Mr.

Bendelac, as the designated recipient, is entitled to receive 250,000 ordinary shares of the Company, which shall be earned upon execution

of a definitive agreement and are to be issued at the closing of the Company’s initial business combination, within ten (10) days

thereafter.

The CEO Compensation Agreement also includes customary

provisions regarding indemnification, limitation of liability, dispute resolution, and governing law.

The foregoing descriptions of the Updated SoW

and the CEO Compensation Agreement are summaries only and are qualified in their entirety by reference to the full text of the Updated

SoW and the CEO Compensation Agreement, which are attached hereto as Exhibits 10.1 and 10.2 and incorporated herein by reference.

1

Item 9.01 Financial Statements and Exhibits.

Exhibit

Number

Description

10.1

Statement of Work between and by Drugs Made in America Acquisition Corp. and Titan Advisory Services LLC, dated April 22, 2026

10.2

CEO Compensation Agreement between and by Drugs Made in America Acquisition Corp. and Aleutian Equity Holdings LLC, dated April 22, 2026

104

Cover Page Interactive Data File

2

SIGNATURES

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: April 28, 2026

DRUGS MADE IN AMERICA ACQUISITION CORP.

By:

/s/

Roger Bendelac

Name:

Roger Bendelac

Title:

Chief Executive Officer

3

EX-10.1 — STATEMENT OF WORK BETWEEN AND BY DRUGS MADE IN AMERICA ACQUISITION CORP. AND TITAN ADVISORY SERVICES LLC, DATED APRIL 22, 2026

EX-10.1

Filename: ea028791801ex10-1.htm · Sequence: 2

Exhibit 10.1

Please find below the proposal for services to

be provided by Titan Advisory Services LLC to the Company (Drugs Made In America Acquisition Corp).

SCOPE OF WORK

Date:

April 22, 2026

Project:

CFO Services

Services:

The Services to be provided have not changed since the November 17, 2025 SoW and are as follows:

1.

Operate as the Chief Financial Officer, including, but not limited to the following responsibilities:

a.

Overall financial strategy implementation and execution

b.

Oversee forecasts and budgeting

c.

Oversee finance/ accounting department

d.

Financial reporting

e.

Oversee tax compliance

f.

Oversee audits

2.

Assist with Capital Raising

3.

Decision support analysis

4.

Ad hoc requests

Deliverables:

Deliverables will correlate with the Services listed above.

Timing:

Work will begin upon execution of this SoW.

Fees:

Fees shall be fixed at $3,500 per month, consistent with SoW dated November 17, 2025. Unpaid amounts accrue as a binding obligation.

Amounts owing under the November 17, 2025 SoW remain owed and due to TITAN.

Titan was never issued 100,000 shares as per the SoW dated November 17, 2025. Instead, TITAN’s designated recipient, Saleem Elmasri, shall be granted 175,000 shares earned at execution of definitive agreement and issued at closing ≤10 days.

Payment Terms:

Invoices will be issued monthly on the last business day of the month and payable within 5 business days.

Retainer:

Not applicable. No retainer has been paid in the past.

Thank you for your consideration. We look forward to working with you.

/s/ Saleem Elmasri

Saleem Elmasri

Managing Partner

Titan Advisory Services LLC

THIS SOW CORRECTLY SETS FORTH THE UNDERSTANDING OF THE COMPANY:

/s/ ROGER BENDELAC

CEO

SIGNATURE

TITLE

ROGER BENDELAC

04/22/2026

PRINT NAME

DATE

EX-10.2 — CEO COMPENSATION AGREEMENT BETWEEN AND BY DRUGS MADE IN AMERICA ACQUISITION CORP. AND ALEUTIAN EQUITY HOLDINGS LLC, DATED APRIL 22, 2026

EX-10.2

Filename: ea028791801ex10-2.htm · Sequence: 3

Exhibit 10.2

April 22, 2026

Drugs Made in America Acquisition Corporation

EXISTING ROLE:

Roger E. Bendelac is the duly appointed Chief Executive

Officer prior to this Agreement. This Agreement governs compensation only.

SERVICES:

Services performed by Roger E. Bendelac as Chief Executive

Officer.

COMPENSATION STRUCTURE:

Service Provider acts as designated compensation vehicle

for its principal for tax and structuring purposes.

COMPENSATION:

$4,500/month; $2,500 payable; up to $2,000 deferred

solely due to cash flow constraints; deferred amounts accrue as binding obligation.

PAYMENT TERMS:

Invoices month-end; payable within 5 business days.

EQUITY COMPENSATION:

250,000 shares to Service Provider as designated recipient;

earned at execution of definitive agreement; issued at closing ≤10 days.

INDEMNIFICATION:

Company indemnifies Service Provider for claims incl.

securities, except gross negligence/fraud.

LIMITATION OF LIABILITY:

Limited to fees paid except fraud/willful misconduct.

DISPUTE RESOLUTION:

Disputes first mediated; then binding arbitration

via AAA or JAMS in New York, single arbitrator; judgment enforceable in court; injunctive relief carve-out.

GOVERNING LAW:

State of New York.

ENTIRE AGREEMENT; SEVERABILITY; SURVIVAL clauses apply.

AGREED AND ACCEPTED:

Drugs Made in America Acquisition Corporation

By:

/s/ Saleem Elmasri

Name:

Saleem Elmasri

Title:

Chief Financial Officer

Date:

April 22, 2026

Aleutian Equity Holdings LLC

By:

/s/ Roger E. Bendelac

Name:

Roger E. Bendelac

Date:

April 22, 2026

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