UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~May 26~~July 10, 2026 Date of Report (Date of earliest event reported)

Burtech Acquisition Corp II

(Exact name of Registrant as specified in its charter)

Cayman Islands

001-43311

N/A

(State or other jurisdiction
of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification Number)

5601 Arbor Lane

Coral Gables, FL

33156

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (202) 790-8050

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one Class A ordinary share and one redeemable warrant	BRKHU	The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share	BRKH	The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share	BRKHW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

AsOn July ~~previously disclosed~~10, ~~on May 26,~~ 2026, Burtech Acquisition Corp II~~, a Cayman Islands exempted company~~ (the “Company”), ~~consummated~~announced ~~its~~that, ~~initial~~on ~~public~~or ~~offering~~about ~~(“IPO”)~~July 14, ~~which~~ ~~consisted~~2026, the holders of ~~8,000,000~~the Company’s units (the “Units”) may elect to separately trade the ordinary shares and warrants included in the Units. Each Unit consists of one Class A ordinary share, par value $0.0001 ~~par~~per ~~value~~share (“~~Class A~~ Ordinary Share”) and one redeemable warrant ~~of the Company~~ (~~each, a~~ “~~Warrant~~warrant”),. ~~with~~Each ~~each~~warrant ~~whole~~entitles ~~Warrant entitling~~ the holder thereof to purchase one Class A ~~Ordinary~~ordinary ~~Share~~share at ~~for~~a price of $11.50 per share,. ~~subject~~Any Units not separated will continue to ~~adjustment.~~trade on The ~~Units~~Nasdaq ~~were~~Global ~~sold~~Market at(“Nasdaq”) under anthe ~~offering~~symbol “BRKHU.” Any underlying Ordinary Shares and warrants that are separated will trade on Nasdaq under the symbols ~~price~~“BRKH” ofand ~~$10~~“BRKHW,” respectively.00 ~~per~~Holders ~~Unit,~~of ~~generating~~Units ~~gross~~will ~~proceeds~~need ofto ~~$80~~have their brokers contact Continental Stock Transfer & Trust Company,~~000~~ the Company’s transfer agent,~~000~~ in order to separate the holders’ Units into Ordinary Shares and Rights.

~~Simultaneously~~A copy ~~with the closing~~ of the ~~IPO,~~press ~~the Company~~release ~~consummated~~issued aby ~~private placement (~~the ~~“Private~~Company ~~Placement”)~~announcing ~~of an aggregate of 252,000 units (~~the ~~“Private~~separate ~~Units”) to~~trading ~~Burtech Sponsor II LLC (the “Sponsor”) and an institutional investor (“Investor”), at a price~~ of ~~$10.00 per Private Unit, generating total proceeds of $2,520,000. Each Private Unit consists of one Class A Ordinary Share and one redeemable Warrant, with each whole Warrant entitling~~ the ~~holder~~securities ~~thereof~~underlying ~~to purchase one Class A Ordinary Share for $11.50 per share, subject to adjustment. Of those 252,000 Private Units,~~ the ~~Sponsor purchased 222,000 Private~~ Units ~~and~~is ~~the~~attached ~~Investor~~hereto as ~~purchased~~Exhibit ~~30,000 Private Units~~99.1.

~~As of May 26, 2026, a total of $80,400,000 of~~Item 9.01 ~~the~~Financial ~~net~~Statements ~~proceeds from the IPO~~ and ~~the Private Placement was deposited in a trust account established for the benefit of the Company’s public shareholders~~Exhibits. ~~An audited balance sheet as of May 26, 2026, reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement is included as Exhibit 99.1 to this Current Report on Form 8-K.~~

~~Item 9.01. Financial Statements and~~ (d) Exhibits.

Exhibit No.		Description
99.1		~~Audited~~Press ~~Balance~~Release ~~Sheet~~dated asJuly ~~of May 26~~10, 2026.
104		~~The~~Cover ~~cover~~Page ~~page~~Interactive ~~from~~Data ~~this~~File ~~Current~~(embedded ~~Report~~within onthe ~~Form 8-K, formatted in~~ Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: June 1, 2026
Dated: July 10, 2026
	Burtech Acquisition Corp II
	By:	/s/ Shahal M. Khan
	Name:	Shahal M. Khan
	Title:	Chief Executive Officer

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