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4//SEC Filing

Daedalus Special Acquisition LLC 4

Accession 0001213900-26-008312

CIK 0002082149other

Filed

Jan 26, 7:00 PM ET

Accepted

Jan 27, 5:20 PM ET

Size

6.4 KB

Accession

0001213900-26-008312

Research Summary

AI-generated summary of this filing

Updated

Daedalus (DSAC) Sponsor Forfeits 291,667 Class B Shares

What Happened

  • Daedalus Special Acquisition LLC, the sponsor and a 10% owner of Daedalus Special Acquisition Corp. (DSAC), disposed of 291,667 Class B ordinary shares to the issuer on January 23, 2026. The transaction is reported as a disposition to the issuer (forfeiture) — no sale price or cash value is reported (N/A).
  • Per the filing footnote, the sponsor originally purchased 8,625,000 Class B ordinary shares for $25,000; after forfeiting 291,667 shares it now holds 8,333,333 Class B shares (derivative).

Key Details

  • Transaction date: 2026-01-23; Form 4 filed: 2026-01-27 (timely).
  • Transaction type/code: Disposition to issuer (D) — forfeiture; Price: N/A; Shares involved: 291,667 Class B ordinary shares (derivative).
  • Shares owned after transaction: 8,333,333 Class B ordinary shares (per footnote math).
  • Footnotes: F1 — Class B shares convert one-for-one into Class A shares upon or immediately after an initial business combination and have no expiration. F2 — Sponsor purchased 8,625,000 Class B shares for $25,000; 291,667 were forfeited in connection with the partial exercise of the underwriters' over‑allotment option by BTIG, LLC.
  • Filing timeliness: Report appears timely (filed the second business day after the transaction).

Context

  • These are Class B “founder”/sponsor shares (derivative securities) that convert into Class A ordinary shares upon a business combination; they are not an open-market sale by an individual insider. Forfeitures like this are typically administrative or underwriting-related adjustments rather than direct indications of executive sentiment.

Insider Transaction Report

Form 4
Period: 2026-01-23
Transactions
  • Disposition to Issuer

    Class B ordinary shares

    [F1][F2]
    2026-01-23+291,6678,333,333 total
    Class A Ordinary Shares (291,667 underlying)
Footnotes (2)
  • [F1]The Class B ordinary shares will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the Issuer's initial business combination, or earlier at the option of the holders thereof on a one-for-one basis, subject to the adjustments. The Class B ordinary shares have no expiration date.
  • [F2]Daedalus Special Acquisition LLC, the Issuer's sponsor. purchased 8,625,000 Class B ordinary for $25,000. 291,667 Class B ordinary shares were forfeited to the Issuer in connection with the partial exercise of the over-allotment option by BTIG, LLC, the representative for the underwriters.
Signature
/s/ Orkun Kilic as Co-Manager|2026-01-27

Documents

1 file

Issuer

Daedalus Special Acquisition Corp.

CIK 0002082149

Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0002082150

Filing Metadata

Form type
4
Filed
Jan 26, 7:00 PM ET
Accepted
Jan 27, 5:20 PM ET
Size
6.4 KB