Kilic Orkun 4

What Happened

• Orkun Kilic, CEO (and manager of the sponsor), reported a disposition to the issuer of 291,667 Class B ordinary shares on 2026-01-23. The transaction is reported as a derivative disposition (code D); no per-share price or total dollar value is shown in the filing (N/A). This was a forfeiture of sponsor-held Class B shares tied to the underwriters’ partial exercise of an over-allotment option, not an open-market sale.

Key Details

• Transaction date: 2026-01-23. Form 4 filed: 2026-01-27 (timely).
• Price/Value: N/A (derivative forfeiture; no cash proceeds reported).
• Shares affected: 291,667 Class B ordinary shares forfeited to the issuer.
• Shares owned after transaction: Not specified in the Form 4.
• Footnotes of note:
  • F1: Class B shares convert one-for-one into Class A shares upon or after the company’s initial business combination; they have no expiration.
  • F2: The 291,667 shares were owned by Daedalus Special Acquisition LLC (the sponsor) and were forfeited due to the partial exercise of the underwriter BTIG’s over-allotment option. Mr. Kilic is a manager of the sponsor and disclaims beneficial ownership of these shares except to the extent of any pecuniary interest.

Context

• This was a forfeiture/return of sponsor-held Class B shares tied to underwriting activity—not a typical insider sale or a personal liquidity event. Because Kilic disclaims beneficial ownership of the sponsor’s shares (other than any pecuniary interest), this filing reflects sponsor-level share adjustments rather than a straightforward executive sell signal. Class B shares are convertible into Class A upon a business combination, so the transfer affects the sponsor stake and not an open-market trade.