West Enclave Merger Corp.·4

May 6, 4:56 PM ET

Otero Rosiles Adrian 4

4 · West Enclave Merger Corp. · Filed May 6, 2026

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West Enclave Merger (WENC U) CEO Adrian Otero Buys 22,500 Shares

What Happened
Adrian Otero Rosiles, CEO, is reported as acquiring 22,500 ordinary shares through a private placement tied to the closing of the underwriters' over‑allotment option. The Sponsor purchased 22,500 units at $10.00 per unit (each unit = 1 ordinary share + a right to receive 0.1 ordinary share on completion of an initial business combination), for an aggregate purchase price of $225,000. The Form 4 lists the transaction as a purchase (code P); the filing lists the per‑share price as N/A because the acquisition was of units in a private placement.

Key Details

  • Transaction date: May 6, 2026 (reported on Form 4 filed May 6, 2026) — filing appears timely.
  • Reported shares acquired: 22,500 ordinary shares (part of 22,500 private units).
  • Price/total: $10.00 per unit; aggregate $225,000 for the private units.
  • Ownership after transaction: shares held directly by West Enclave Sponsor LLC; beneficial ownership attributed indirectly to Emilio Mahuad and Adrian Otero as controllers of the Sponsor. The filing notes each disclaims beneficial ownership except to the extent of pecuniary interest.
  • Footnotes: F1 explains over‑allotment closing and private unit purchase details; F2 explains holdings are held by Sponsor and indirectly controlled by Mr. Mahuad and Mr. Otero.

Context
This was a sponsor private placement made simultaneously with the exercise/closing of the IPO over‑allotment — a common post‑IPO sponsor purchase rather than an open‑market personal buy. Because the securities are held by the Sponsor and the insiders disclaim direct beneficial ownership (other than any economic interest), this transaction reflects the Sponsor’s placement terms and not necessarily a personal investment decision by the CEO.

Insider Transaction Report

Form 4
Period: 2026-05-06
Otero Rosiles Adrian
DirectorCo-Chief Executive Officer10% Owner
Transactions
  • Purchase

    Ordinary Shares

    [F1][F2]
    2026-05-06+22,5002,603,333 total(indirect: See Footnote)
Footnotes (2)
  • [F1]On May 4, 2026, the underwriters of the Issuer notified the Issuer of their exercise of the over-allotment option in full and the over-allotment option closed on May 6, 2026. Simultaneously with the closing of the over-allotment option, West Enclave Sponsor LLC (the "Sponsor") acquired, at a price of $10.00 per unit, 22,500 units (the "Private Units") in a private placement for an aggregate purchase price of $225,000. 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 22,500 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.
Signature
/s/ Jason T. Simon, Attorney-in-Fact|2026-05-06

Documents

1 file
  • 4
    ownership.xmlPrimary

    4