NewHold Investment Corp III filed a Current Report on Form 8-K on September 11, 2026, disclosing the entry into a Prepaid Share Forward Agreement with an unaffiliated stockholder in connection with its proposed business combination with NewCleo Ltd. Under the agreement, the seller intends to purchase up to 7,000,000 shares, waiving redemption rights for these "Recycled Shares." NewHold will pay a prepayment amount from its trust account equal to approximately $10.65 per share, based on the September 9, 2026 balance, totaling roughly $74.2 million for the maximum share count. The transaction aims to increase post-combination cash availability and is structured to comply with tender offer regulations. This filing supplements the proxy statement for the merger between NewHold Investment Corp III, a SPAC, and NewCleo Ltd., which develops advanced nuclear energy technology.