3//SEC Filing
Cohen Circle Sponsor II, LLC 3
Accession 0001213900-25-059850
CIK 0002064683other
Filed
Jun 29, 8:00 PM ET
Accepted
Jun 30, 7:14 PM ET
Size
10.9 KB
Accession
0001213900-25-059850
Insider Transaction Report
Form 3
Cohen Circle Advisors II, LLC
10% Owner
Holdings
Class B Ordinary Shares
→ Class A Ordinary Shares (2,225,000 underlying)- 445,000
Class A Ordinary Shares
Warrants
Exercise: $11.50→ Class A Ordinary Shares (111,250 underlying)- (indirect: By LLC)
Class B Ordinary Shares
→ Class A Ordinary Shares (6,448,333 underlying)
Cohen Circle Sponsor II, LLC
10% Owner
Holdings
- 445,000
Class A Ordinary Shares
Class B Ordinary Shares
→ Class A Ordinary Shares (2,225,000 underlying)Warrants
Exercise: $11.50→ Class A Ordinary Shares (111,250 underlying)- (indirect: By LLC)
Class B Ordinary Shares
→ Class A Ordinary Shares (6,448,333 underlying)
Footnotes (7)
- [F1]These shares underlie 445,000 placement units of the issuer that Cohen Circle Sponsor II, LLC has irrevocably committed to purchase. Each placement unit consists of one Class A ordinary share and one-fourth (1/4) of one redeemable warrant.
- [F2]The reporting persons disclaim beneficial ownership of these securities, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that a reporting person is the beneficial owner of such securities for any other purpose.
- [F3]The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer's business combination, or at any time and from time to time at the option of the holder, on a one-for-one basis, subject to certain adjustments described in the issuer's charter documents, and have no expiration date.
- [F4]The warrants will become exercisable at the later of 30 days after consummation of the issuer's initial business combination or 12 months from the completion of the issuer's initial public offering.
- [F5]The warrants will expire five years after the consummation of the issuer's initial business combination or earlier upon redemption of all of the issuer's outstanding Class A ordinary shares or the issuer's liquidation.
- [F6]These warrants underlie 445,000 units of the issuer that Cohen Circle Sponsor II, LLC has irrevocably committed to purchase.
- [F7]Includes up to 1,100,000 shares that are subject to forfeiture in the event the underwriters of the issuer's initial public offering do not exercise their over-allotment option in full.
Documents
Issuer
Cohen Circle Acquisition Corp. II
CIK 0002064683
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0002070683
Filing Metadata
- Form type
- 3
- Filed
- Jun 29, 8:00 PM ET
- Accepted
- Jun 30, 7:14 PM ET
- Size
- 10.9 KB