Marepally Bhargava 4

4 · StoneBridge Acquisition II Corp · Filed Feb 6, 2026

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StoneBridge II CEO Marepally Bhargava Receives 100,000-Share Award

What Happened
Marepally Bhargava, listed as CEO and a member of the sponsor's management, is reporting an award of 100,000 Class B Ordinary Shares in StoneBridge Acquisition II Corp (APAC). The filing shows the grant on February 5, 2026; no purchase price is reported (N/A). The Class B shares are derivatives that will convert one-for-one into Class A Ordinary Shares upon the issuer’s initial business combination and have no expiration date. The reported shares were transferred from the issuer’s sponsor, StoneBridge Acquisition Sponsor II LLC, to four independent board members — the reporting person is reporting because of his role in the sponsor, not as the direct recipient.

Key Details

  • Transaction date: February 5, 2026 (Form 4 filed February 6, 2026) — timely filing.
  • Transaction type/code: A = Award/Grant; price: N/A (no cash purchase).
  • Shares involved: 100,000 Class B Ordinary Shares (derivative).
  • Post-transaction ownership: The shares are directly held by the Sponsor; the reporting person disclaims beneficial ownership except to any pecuniary interest.
  • Footnotes: F1 — Class B shares transferred by the Sponsor to four independent board members and convert 1:1 to Class A at the initial business combination. F2 — reporting person is a member of the Sponsor’s managing member and may be deemed to have voting/investment discretion; he disclaims beneficial ownership beyond any pecuniary interest.

Context
This appears to be a routine board compensation grant administered by the SPAC sponsor to independent directors. Because the shares are currently held by the Sponsor and will convert at a future business combination, this filing does not represent an open-market buy or sale by the CEO and should not be read as a direct trading signal by the reporting person.

Insider Transaction Report

Form 4
Period: 2026-02-05
Marepally Bhargava
DirectorChief Executive Officer10% Owner
Transactions
  • Award

    Class B Ordinary Shares

    [F2][F1]
    2026-02-05100,000991,667 total(indirect: See footnote)
    Class A Ordinary Shares (100,000 underlying)
Footnotes (2)
  • [F1]On, and effective, February 5, 2026, the board of directors (the "Board") of StoneBridge Acquisition II Corporation (the "Issuer") approved an equity grant of 100,000 Class B Ordinary Shares of the Issuer to four independent members of the Board for their respective services as members of the Board and committees of the Board. The Class B Shares were transferred by and from the Issuer's sponsor, StoneBridge Acquisition Sponsor II LLC (the "Sponsor"), to the four independent members of the Board. The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments and have no expiration date.
  • [F2]The shares were, and are, as applicable, directly held by the Sponsor. The reporting person is a member of BP SPAC Sponsor II LLC, the sole managing member of the Sponsor. As such, the reporting person has voting and investment discretion with respect to the ordinary shares held of record by the Sponsor and may be deemed to have shared beneficial ownership of the ordinary shares held directly by the Sponsor. The reporting person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
Signature
/s/ Bhargava Marepally|2026-02-06

Documents

1 file
  • 4
    ownership.xmlPrimary

    FORM 4