|4Sep 11, 7:49 PM ET

Armada Sponsor II LLC 4

4 · Armada Acquisition Corp. II · Filed Sep 11, 2025

Insider Transaction Report

Form 4
Period: 2025-08-12
Transactions
  • Sale

    Class A Ordinary Shares

    2025-08-12400,000400,000 total
  • Other

    Class B Ordinary Shares

    2025-08-127,880,0000 total
    Class A Ordinary Shares (7,880,000 underlying)
  • Other

    Private Placement Warrants

    2025-08-12200,0000 total
    Class A Ordinary Shares (200,000 underlying)
Footnotes (4)
  • [F1]In connection with the Sponsor Securities Purchase Agreement, dated August 12, 2025, by and among Armada Acquisition Corp. II, Armada Sponsor II LLC (the "Original Sponsor") and Arrington XRP Capital Fund, LP (the "New Sponsor"), the Original Sponsor sold to the New Sponsor an aggregate of 7,880,000 Class B ordinary shares (the "Founder Shares") and 400,000 private placement units (the "Private Placement Units"), consisting of 400,000 Class A ordinary shares and 200,000 private placement warrants (the "Private Placement Warrants") of the Company. The New Sponsor purchased the Founder Shares and Private Placement Units for $2,600,000 and $4,000,000, respectively, for an aggregate purchase price of $6,600,000.
  • [F2]The Class B Ordinary Shares have no expiration date and will automatically convert into Class A Ordinary Shares at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis.
  • [F3]Represents Private Placement Warrants included in the 400,000 Private Placement Units.
  • [F4]Each Private Placement Warrant is exercisable for cash or on a cashless basis, as described in the Registration Statement. Assuming an exercise for cash, 200,000 Private Placement Shares would be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five (5) years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation of the Issuer, as described in the Registration Statement.

Documents

1 file
  • 4
    ownership.xmlPrimary

    4