ANGELO MARK 4

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.