Current Report · Items 8.01 · 8-K
Aldel Financial II Inc.
ALDFNASDAQEQUITYCurrent
Other Events
Item 8.01. Other Events. On September 22, 2026, the board of directors of Aldel Financial II Inc. (the “Company”) received a written election notice from Aldel Investors II LLC (the “Sponsor”) indicating that, effective October 5, 2026 (the “Conversion Date”), the Sponsor will convert all except one of the Company’s Class B ordinary shares, par value US$0.0001 each (the “Class B Shares”), it holds…
Company context
Current securities
Disclosure sections
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
On September 22, 2026, the board of directors of Aldel Financial II
Inc. (the “Company”) received a written election notice from Aldel Investors II LLC (the “Sponsor”)
indicating that, effective October 5, 2026 (the “Conversion Date”), the Sponsor will convert all except one of the
Company’s Class B ordinary shares, par value US$0.0001 each (the “Class B Shares”), it holds into Class A ordinary
shares, par value US$0.0001 each (the “Class A Shares”), on a one-for-one basis as permitted under the amended and
restated articles of association of the Company and the Class A Shares issued upon such conversion, the “Converted Class A Shares”).
Other holders of the Class B Shares have also indicated that they will be converting their Class B Shares into Class A Shares on the Conversion
Date (such conversions collectively, the “Founder Share Conversion”.
The holders of the Class B Shares waived any
right to receive funds from the trust account established by the Company in connection with its initial public offering (the “IPO”)
that was consummated on October 23, 2024 (the “Trust Account”) with respect to any Converted Class A Shares and no
additional funds were deposited into the Trust Account in respect of any such Converted Class A Shares. Following the Founder Share Conversion,
the Converted Class A Shares will remain subject to the existing transfer restrictions on the Class B Shares.
After giving effect to
the Founder Share Conversion, assuming the conversion of all except one Class B Share, the number and class of shares of the Company that
will be issued and outstanding will consist of:
29,868,213 Class A Shares (constituted by 23,000,000 publicly-held Class A Shares, 707,500 Class A Shares underlying the private units issued in the Company’s IPO, and 6,160,713 Converted Class A Shares); and
one Class B Share held by the Sponsor.