Yorkville Acquisition Corp.·4

Feb 13, 7:02 PM ET

ANGELO MARK 4

4 · Yorkville Acquisition Corp. · Filed Feb 13, 2026

Research Summary

AI-generated summary of this filing

Updated

Yorkville (MCGA) 10% Owner Angelo Mark Receives $250K Convertible Note

What Happened

  • Angelo Mark, identified as a 10% owner (through Sponsor-related entities), is reported as the recipient of a grant/acquisition on Feb 11, 2026. The filing records a derivative acquisition listed as "1 share @ $250,000" reflecting a $250,000 working-capital convertible promissory note issued to the Sponsor.
  • The transaction is an inbound financing to the company (working capital) rather than an open-market stock purchase or sale by an executive. The form shows the economic amount ($250,000) and treats the instrument as a derivative/convertible instrument.

Key Details

  • Transaction date: February 11, 2026; Form 4 filed: February 13, 2026 (appears timely).
  • Consideration/principal: $250,000; filing lists "1 share @ $250,000" as the reported derivative unit.
  • Conversion terms: The note accrues no interest and is payable on the earlier of the company’s initial business combination or winding up. At the Sponsor’s election upon an initial business combination, principal (or part) converts at $10.00 per unit into units identical to the IPO private placement units, rounded down to whole units.
  • Unit composition: Each unit = 1 Class A ordinary share + 1/3 of a warrant (warrant exercise price $11.50; exercisable 30 days after business combination; expires 5 years after business combination or earlier upon redemption/liquidation).
  • Beneficial ownership note: Mr. Angelo is President of an LLC that controls the Sponsor entities; he may be deemed to have beneficial ownership of Sponsor-held securities but disclaims beneficial ownership except to the extent of his pecuniary interest. The filing does not state post-transaction share count attributable to Mr. Angelo personally.

Context

  • This is a financing/working-capital note issued to the Sponsor and convertible into units at the Sponsor’s option — not a straightforward personal stock purchase or sale. For retail investors, such issuances are common for SPAC sponsors to fund operations pre-deal and do not necessarily signal insider buying or selling of shares for investment purposes.

Insider Transaction Report

Form 4
Period: 2026-02-11
ANGELO MARK
Director10% Owner
Transactions
  • Award

    Convertible Working Capital Note

    [F1][F2][F3][F4]
    2026-02-11$250000.00/sh+1$250,0001 total(indirect: See Footnote)
    Exercise: $10.00Units (25,000 underlying)
Footnotes (4)
  • [F1]On February 11, 2026, the Issuer issued a convertible promissory note (the "Working Capital Note") in the principal amount of $250,000.00 to Yorkville Acquisition Sponsor, LLC (the "Sponsor"), in order to provide the Issuer with additional working capital.
  • [F2]Pursuant to the terms of the Working Capital Note, the principal balance shall not accrue interest; shall be payable by the Issuer on the earlier of the date on which the Issuer consummates its initial business combination or the date that the winding up of the Issuer is effective; and is convertible at the Sponsor's election upon the consummation of the Company's initial business combination. Should the Sponsor elect to convert all or a portion of the principal balance, the elected principal balance amount will convert, at a price of $10.00 per unit, into units identical to the private placement units issued in connection with the Issuer's initial public offering, rounded down to the nearest whole number.
  • [F3]Each unit will consist of (a) one Class A ordinary share and (b) one-third of one warrant to purchase one Class A ordinary share, at an exercise price of $11.50 per share, exercisable beginning 30 days after the completion of the Issuer's initial business combination, and expiring 5 years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation.
  • [F4]Yorkville Advisors Global, LP ("Yorkville LP") is the manager of the Sponsor and holds voting and investment discretion over the securities held by the Sponsor. YA II PN, Ltd. ("YA II PN") is a member of the Sponsor. Yorkville LP is the investment manager of YA II PN, and Yorkville Advisors Global II, LLC ("Yorkville LLC") is the General Partner of Yorkville LP. Mr. Angelo serves as President of Yorkville LLC and makes all investment decisions for YA II PN. As such, Mr. Angelo may be deemed to have beneficial ownership of the securities held by the Sponsor. Mr. Angelo disclaims any beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein.

Documents

1 file
  • 4
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