Form 8-K

8-K — Suncrete, Inc.

Accession: 0001104659-26-041017

Filed: 2026-04-08

Period: 2026-04-08

CIK: 0002094433

SIC: 3272 (CONCRETE PRODUCTS, EXCEPT BLOCK & BRICK)

Item: Regulation FD Disclosure

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — tm2611406d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2611406d1_ex99-1.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 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):

April 8, 2026

Suncrete, Inc.

(Exact name of registrant as specified in its

charter)

Delaware

001-43227

39-4989597

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

817 E. 4th Street

Tulsa, Oklahoma 74120

(Address of principal executive offices, including zip code)

(918) 355-5700

Registrant’s telephone number, including

area code

324 Royal Palm Way

Suite 300-i

Palm Beach, FL 33480

(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

Class A common stock, par value $0.0001 per share

RMIX

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 (§230.405 of this chapter) or Rule 12b-2

of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company x

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 7.01 Regulation FD Disclosure.

On April 8, 2026, Suncrete,

Inc. issued a press release announcing the completion of its previously announced business combination (the “Business Combination”)

with Haymaker Acquisition Corp. 4 (the “Haymaker”), which is listed in Exhibit 99.1 and incorporated herein by reference.

The information in this Current

Report on Form 8-K is being furnished pursuant to Item 7.01 (including Exhibit 99.1) and shall not be deemed to be “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject

to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933,

as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in

such filing.

Item 8.01 Other Items.

In connection with the closing

of the Business Combination, holders of 12,628,150 Class A ordinary shares sold in Haymaker’s initial public offering properly exercised

their right to have their shares redeemed for a pro rata portion of the trust account holding the proceeds from Haymaker’s initial

public offering. On April 8, 2026, prior to the Domestication, Haymaker redeemed 12,628,150 Class A ordinary shares for $11.57 per share.

As a result, on April 8, 2026, after giving effect to redemptions and payments to holders under prepaid forward agreements and before

paying expenses, there was approximately $59 million remaining in the trust account.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number

Description of Exhibit

99.1

Press Release, dated April 8, 2026 (furnished pursuant to Item 7.01).

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

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.

SUNCRETE, INC.

Date: April 8, 2026

By:

/s/ Randall Edgar

Name: Randall Edgar

Title: Chief Executive Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2611406d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

NEWS

RELEASE

SunTx Capital Partners’ Portfolio Company,

Suncrete, and Haymaker Acquisition Corp. 4, Successfully Complete Business Combination

Combined Company to Trade as Suncrete Under

Ticker “RMIX”

Suncrete to Ring the Nasdaq Stock Market

Closing Bell

Dallas, TX, April 8, 2026 – Concrete

Partners Holding, LLC (“CPH”), a ready-mix concrete logistics and distribution platform strategically located in Oklahoma

and Arkansas, and Haymaker Acquisition Corp. 4 (NYSE: HYAC) (“Haymaker”), a publicly traded special purpose acquisition company,

today announced the successful completion of their previously announced business combination (the “Business Combination”).

CPH is the portfolio company of SunTx Capital Partners (“SunTx”), a leading Texas-based private equity firm that invests in

construction materials, manufacturing, distribution and service companies. Following the closing of the Business Combination, the go-forward

public company is named Suncrete, Inc. (“Suncrete” or the “Company”), and its Class A common stock is expected

to begin trading on The Nasdaq Global Market (“Nasdaq”) under the ticker “RMIX” on April 9, 2026.

The transaction was approved by Haymaker’s

shareholders at an extraordinary general meeting of its shareholders and by Haymaker’s warrantholders at a special meeting of warrantholders,

each held on April 2, 2026. All of Haymaker’s issued and outstanding public warrants were redeemed in connection with the closing

of the Business Combination. The Business Combination provides approximately $226 million in gross proceeds from funds held in trust and

proceeds from a concurrent PIPE financing, after giving effect to redemption and forward purchase agreement payments but before transaction

expenses. As a result of the Business Combination, CPH and Haymaker became wholly owned subsidiaries of Suncrete.

Suncrete’s Chief Executive Officer, Randall Edgar, and Executive

Chairman of the Board, Ned N. Fleming, III, along with other members of the management team and board of directors, are expected

to ring Nasdaq’s closing bell on the afternoon of April 9, 2026.

“This Nasdaq bell ceremony marks an important

moment for Suncrete as we continue our mission to become a leading ready-mix concrete logistics and distribution platform company serving

customers throughout the high-growth Sunbelt region of the United States,” said Randall Edgar, Chief Executive Officer of Suncrete.

“We are grateful to our team, partners, and stakeholders for their support and are pleased to welcome new investors as Suncrete

enters its next phase of growth as a public company.”

Ned N. Fleming, III, Executive Chairman of Suncrete,

commented, “Our Nasdaq listing represents a significant milestone for Suncrete and reinforces our growth strategy, driven by a best-in-class

management team and a scalable, high-performance ready-mix concrete platform. The strong support from institutional investors in our PIPE

and non-redemption agreements demonstrates confidence in our disciplined approach to increasing market share, accelerating organic growth,

and expanding into new markets through accretive acquisitions.”

Fleming continued, “We thank our advisors

for their contributions to the successful completion of this transaction and for helping bring our scalable, high-performance platform

to the public markets. We are also particularly proud to have partnered with Haymaker and recognize their professionalism, expertise,

and collaborative effort in reaching this milestone. We firmly believe Suncrete’s strategic growth plan, combined with its Nasdaq

listing, positions the company to deliver long-term shareholder value.”

Suncrete - News Release

Page 2

Advisors

Jefferies acted as financial advisor and lead

capital markets advisor to the Company as well as lead placement agent. Baird acted as capital markets advisor to the Company as well

as co-placement agent. Cantor Fitzgerald & Co., William Blair & Company, L.L.C., and Roth Capital Partners, LLC served as underwriters

for Haymaker’s IPO in July 2023. William Blair & Company, L.L.C. also served as a financial advisor and capital markets advisor

to Haymaker and Roth Capital Partners, LLC served as a placement agent. Haynes and Boone, LLP is acting as legal advisor to the Company.

DLA Piper LLP (US) and Ellenoff Grossman & Schole LLP are acting as legal advisors to Haymaker. White & Case LLP is acting as

legal advisor to Jefferies and Baird.

About Suncrete

Suncrete is a pure-play ready-mix concrete company

strategically positioned across Oklahoma and Arkansas with plans to expand throughout the rapidly growing and economically resilient U.S.

Sunbelt region. Suncrete is a scalable and vertically integrated logistics and distribution platform operating as a mission-critical partner

in the construction value chain. The Company operates batching plants, a dedicated fleet of owned mixer trucks and a tech-enabled dispatch

infrastructure supporting a diversified customer base across public infrastructure, commercial and residential sectors. Headquartered

in Tulsa, Oklahoma, Suncrete operates under a decentralized plant network strategy with regionally centralized oversight of pricing, customer

relationships and fleet utilization with consistent customer engagement across markets to deliver products on time and on spec. Suncrete’s

local market leadership, scale and integrated logistics position it as a trusted partner in some of the nation’s most attractive,

fastest growing, and most resilient construction markets. The Company is well-aligned to benefit from ongoing population growth, urbanization

trends and infrastructure investment across the Sunbelt. To learn more, visit www.suncrete.com.

About SunTx Capital Partners

SunTx Capital Partners, LP is a Dallas, TX-based

private equity firm that invests in leading middle market infrastructure, manufacturing and service companies. The firm has been listed

as a TOP 50 PE Firm in the Middle Market every year since 2021. SunTx specializes in supporting talented management teams in industries

where SunTx can apply its operational experience and financial expertise to build leading middle-market companies with operations typically

in the Sunbelt region of the United States. The capital committed by SunTx comes from the principals of SunTx as well as from

institutional investors, including university endowments, corporate and public pension funds. To learn more, visit www.suntxcapitalpartners.com.

Cautionary Statement Regarding Forward-Looking

Statements

Certain statements herein and the documents incorporated

herein by reference may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform

Act of 1995, Section 27A of the Securities Act, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of

1934, as amended, and Rule 3b-6 promulgated thereunder, which statements involve inherent risks and uncertainties.

Suncrete - News Release

Page 3

Examples of forward-looking statements include,

but are not limited to, statements with respect to Suncrete’s expectations, hopes, beliefs, intentions, plans, prospects, financial

results and strategies and statements regarding the anticipated benefits of the Business Combination, plans and use of proceeds, objectives

of management for future operations of Suncrete, expected operating costs of Suncrete and its subsidiaries, the upside potential and opportunity

for investors, Suncrete’s plan for value creation and strategic advantages, market site and growth opportunities, Suncrete’s

acquisition strategy, regulatory conditions, competitive position and the interest of other corporations in similar business strategies,

technological and market trends, future financial condition and performance and expected financial impacts of the Business Combination.

These forward-looking statements generally can be identified by the words “believe,” “project,” “expect,”

“anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,”

“potential,” “plan,” “may,” “should,” “will,” “would,” “will

be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based

on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with

regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated

results expressed or implied by such forward-looking statements. Such risks, uncertainties and assumptions, include, but are not limited

to:

· the failure to realize the anticipated benefits

of the Business Combination;

· the outcome of any potential legal proceedings

that may be instituted against the parties to the Business Combination;

· the failure of Suncrete to obtain or maintain

the listing of its securities on any stock exchange on which the Class A common stock of Suncrete will be listed following the closing

of the Business Combination;

· costs related to the Business Combination and

as a result of Suncrete becoming a public company;

· changes in business, market, financial, political

and regulatory conditions;

· risks relating to Suncrete’s anticipated

operations and business, including its ability to complete future acquisitions and the success of any such acquisitions;

· the risk that issuances of equity or debt securities

following the closing of the Business Combination, including issuances of equity securities in connection with Suncrete’s acquisition

strategy, may adversely affect the value of Suncrete’s common stock and dilute its stockholders;

· the risk that after consummation of the Business

Combination, Suncrete could experience difficulties managing its growth and expanding operations;

· challenges in implementing Suncrete’s business

plan, due to operational challenges, significant competition and regulation; and

· those risk factors discussed in documents of

Suncrete filed, or to be filed, with the SEC.

The foregoing list of risk factors is not exhaustive.

You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors”

section of the registration statement on Form S-4 and proxy statement/prospectus filed by Suncrete and CPH, and other documents filed

or to be filed by Suncrete from time to time with the SEC. These filings do or will identify and address other important risks and uncertainties

that could cause actual events and results to differ materially from those contained in the forward-looking statements. There may be additional

risks that are unknown to Suncrete or that Suncrete currently believes are immaterial that could also cause actual results to differ materially

from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are

cautioned not to put undue reliance on forward-looking statements, and Suncrete does not assume any obligation or intend to update or

revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

Suncrete - News Release

Page 4

Suncrete Investor Contact:

Rick Black / Ken Dennard

Dennard Lascar Investor Relations

Suncrete@DennardLascar.com

(713) 529-6600

###

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