West Enclave Merger Corp.·4

May 1, 1:47 PM ET

Otero Rosiles Adrian 4

4 · West Enclave Merger Corp. · Filed May 1, 2026

Research Summary

AI-generated summary of this filing

Updated

West Enclave (WENC U) CEO Adrian Otero Sells 1.38M Shares, Buys 127.5K

What Happened
Adrian Otero, CEO (indirectly through West Enclave Sponsor LLC), was involved in two transactions on 2026-05-01 tied to the issuer's IPO closing: a disposition of 1,380,000 founder shares (transferred to certain designees) for aggregate consideration of approximately $9,000 (≈ $0.0065 per share), and the acquisition of 127,500 ordinary shares included in private units purchased by the Sponsor at $10.00 per unit (127,500 units for $1,275,000). The acquisition reflects the Sponsor's private placement at IPO; the disposition reflects founder-share transfers at closing.

Key Details

  • Date: 2026-05-01 (reported same day)
  • Disposition: 1,380,000 founder shares transferred for ~ $9,000 total (~$0.0065/share) (Transaction code S)
  • Acquisition: 127,500 ordinary shares embedded in 127,500 private units purchased at $10.00 per unit for $1,275,000 total (Transaction code P)
  • Shares held after transaction: 127,500 ordinary shares are reported as held by West Enclave Sponsor LLC; Otero and Emilio Mahuad control the Sponsor and disclaim beneficial ownership except to the extent of any pecuniary interest.
  • Footnotes: Private Units = 1 ordinary share + one-tenth of an ordinary share right; founder-share transfers were to certain designees (including allocations to independent director nominees).
  • Timeliness: Filing lists transaction and report date as 2026-05-01 (no late filing indicated).

Context
These entries reflect IPO closing arrangements—not an open-market sale by the CEO to third-party investors. The founder-share transfers at nominal consideration are common in SPAC/sponsor structuring and allocations at IPO; the $1.275M reflects the Sponsor’s private placement purchase price of $10 per unit. Otero’s ownership is reported via the Sponsor vehicle rather than as direct, personal open-market trades.

Insider Transaction Report

Form 4
Period: 2026-05-01
Otero Rosiles Adrian
DirectorCo-Chief Executive Officer10% Owner
Transactions
  • Purchase

    Ordinary Shares

    [F1][F2]
    2026-05-01+127,5003,960,833 total(indirect: See Footnote)
  • Sale

    Ordinary Shares

    [F3][F2]
    2026-05-011,380,0002,580,833 total(indirect: See Footnote)
Footnotes (3)
  • [F1]Simultaneously with the consummation of the Issuer's initial public offering, West Enclave Sponsor LLC (the "Sponsor") acquired, at a price of $10.00 per unit, 127,500 units (the "Private Units") in a private placement for an aggregate purchase price of $1,275,000. Each Private Unit consists of one ordinary share and one right entitling the holder thereof to receive one-tenth of one ordinary share upon the completion of an initial business combination. The reported shares are the 127,500 ordinary shares included in such Private Units.
  • [F2]The securities are held directly by the Sponsor and indirectly by Emilio Mahuad and Adrian Otero, who control the management of the Sponsor, including the exercise of voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. Each of Mr. Mahuad and Mr. Otero disclaims any beneficial ownership of any shares held by the sponsor except to the extent of his pecuniary interest therein.
  • [F3]The Sponsor transferred an aggregate of 1,380,000 ordinary shares of the Issuer (the "founder shares") to certain designees on the closing of the Issuer's initial public offering for an aggregate consideration of approximately $9,000, or approximately $0.0065 per founder share (including an aggregate of 200,000 founder shares to two of the Issuer's independent director nominees or affiliated entities).
Signature
/s/ Jason T. Simon, Attorney-in-Fact|2026-05-01

Documents

1 file
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    ownership.xmlPrimary

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