Berto Acquisition Corp. II 8-K

What Happened
Berto Acquisition Corp. II announced on July 1, 2026 (press release attached as Exhibit 99.1 to the Form 8-K) that holders of the Company's units (the “Units”) may elect to separate their Units so the ordinary shares and warrants included in the Units can trade separately on or about July 6, 2026. Each Unit consists of one Ordinary Share and one‑third of one redeemable Warrant to purchase one Ordinary Share.

Key Details

• Units not separated will continue trading on The Nasdaq Global Market under the symbol GUACU.
• Ordinary Shares and Warrants are expected to trade separately on Nasdaq under symbols GUAC (Ordinary Shares) and GUACW (Warrants).
• No fractional Warrants will be issued upon separation; only whole Warrants will trade.
• Holders must have their brokers contact Continental Stock Transfer & Trust Company (the Company’s transfer agent) to effect separation.

Why It Matters
Separating Units lets investors trade the Ordinary Shares and Warrants independently, which can affect liquidity and trading strategies for holders. Investors who want separate shares or warrants must coordinate with their brokers and the transfer agent; those who do nothing will keep their Units trading as GUACU. The no‑fractional‑warrants rule means only whole warrants will trade after separation, which is important for holders to understand before electing to separate.