Aldel Financial II Inc. Announces Founder Share Conversion Effective Oct 5, 2026

What Happened Aldel Financial II Inc. filed a Form 8-K (Item 8.01) reporting that on September 22, 2026 its board received written notice from Aldel Investors II LLC (the Sponsor) that, effective October 5, 2026, the Sponsor will convert all but one of its Class B ordinary shares into Class A ordinary shares on a one-for-one basis. Other holders of Class B shares have indicated they will also convert on the same date (the “Founder Share Conversion”). The holders of the converting shares waived any right to receive funds from the Trust Account for the Converted Class A Shares, and no additional funds were deposited into the Trust Account in respect of those conversions.

Key Details

• Conversion notice received: September 22, 2026; Conversion Date: October 5, 2026.
• Conversion ratio: one-for-one (Class B → Class A) as permitted by the amended and restated articles.
• Post-conversion share count: 29,868,213 Class A Shares total — comprised of 23,000,000 publicly-held Class A Shares, 707,500 Class A Shares underlying private units from the IPO, and 6,160,713 Converted Class A Shares.
• Sponsor will hold one remaining Class B Share; Converted Class A Shares remain subject to the existing transfer restrictions that applied to the Class B Shares. No additional Trust Account funds were added for the conversions.

Why It Matters This change converts founder (Class B) equity into Class A shares, increasing the Company’s outstanding Class A count and leaving the Sponsor with a single Class B share. For investors, it clarifies the post-conversion share structure and confirms that holders of the converted shares waived any claim on the IPO Trust Account for those shares. The Converted Class A Shares still carry the existing transfer restrictions, which may limit immediate transferability despite the change in class.