ANGELO MARK 4

What Happened

• Angelo Mark, reported as a 10% owner (via his role with Yorkville entities), is the reported insider in this Form 4. On January 26, 2026, the issuer issued a Working Capital convertible promissory note with a principal amount of $500,000 to the Sponsor; the Form 4 reports this as an award/grant-type derivative acquisition (code A).
• The filing shows "1" derivative instrument acquired with a reported value of $500,000. This is not a cash market purchase of shares — it is a convertible note that the Sponsor may convert later into units of the company.

Key Details

• Transaction date: 2026-01-26; Filing date: 2026-02-17 (filed 22 days after the transaction).
• Reported transaction type: A (Grant/award/acquisition of derivative instrument).
• Reported amount/value: $500,000 principal (shown as 1 derivative instrument acquired).
• Shares owned after transaction: Not specified in the Form 4 (the filing reports the note acquisition, not an immediate share count).
• Notable footnotes:
  • The $500,000 Working Capital Note accrues no interest, is payable on earlier of consummation of the initial business combination or winding up, and is convertible at the Sponsor's election on consummation of an initial business combination.
  • Conversion would be at $10.00 per unit into private-placement-style units (each unit = 1 Class A ordinary share + 1/2 warrant). Warrants exercise price $11.50; exercisability and expiration per footnote.
  • Yorkville-related entities manage and hold the Sponsor interest; Mr. Angelo serves as President of Yorkville LLC and may be deemed to beneficially own securities held by the Sponsor but disclaims beneficial ownership except for any pecuniary interest.

Context

• This is a derivative/instrument issuance to the Sponsor to provide working capital, not a typical insider market buy or sale. If converted later, the note would convert into units (shares + warrants) at a set conversion price ($10/unit). Because the filing was made well after the transaction date, the disclosure is delayed; late filings reduce timeliness of the information for investors but do not change the economic terms disclosed. For retail investors, note this is an institutional/ sponsor-linked transaction rather than a straightforward executive personal purchase.