JACS SEC filings, in plain English
Everything Jackson Acquisition Co II has filed with the SEC that we hold — 40 filings, newest first, 40 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: A Schedule 13G/A, which is a routine compliance exhibit and amended beneficial ownership report. The filing excerpt identifies Meteora Capital, LLC as the reporting holder submitting an amendment to its prior Schedule 13G. The provided text contains no numerical disclosures, percentage thresholds, share counts, transaction dates, or descriptions of changes in beneficial ownership. Accordingly, the document reports no adjustments to JACS’s redemption mechanics, trust account dynamics, extension voting alignments, merger development, or sponsor conduct. Why it matters: Because the excerpt omits share quantities, ownership percentages, and transaction specifics, the filing does not indicate whether Meteora Capital, LLC is accumulating, distributing, or maintaining its stake in JACS. Without those figures, the submission cannot signal upcoming conversion/redemption behavior, extension support, warrant exercise activity, or substantive shifts in deal progress or sponsor positioning.
What changed: Quarterly report (Form 10-Q) for Jackson Acquisition Co II, a blank check company (SPAC) searching for a business combination target. Trust per share increased to $10.73 from $10.55; trust account balance grew to $246.8M from $242.5M due to interest income. Company disclosed substantial doubt about going concern if unable to complete a business combination by the December 11, 2026 deadline. NYSE notified the company on February 6, 2026 of non-compliance with the 300 public shareholder requirement; a compliance plan was accepted on April 29, 2026 with a plan period ending August 6, 2027, but the plan depends on a business combination. No business combination has been announced. No changes to sponsor or deal terms. Why it matters: The SPAC faces a hard deadline in December 2026 with no deal in sight, and the going concern qualification signals risk of liquidation. The NYSE listing non-compliance adds further risk of delisting, which could impair liquidity and the ability to consummate a business combination. Trust value remains healthy, but without an extension or deal, redemption at trust value is the likely outcome.
What changed vs 2026-05-14trust $244.7M → $246.8M +1%trust account, combination deadline, going-concern doubt +31 moved · 5 with no prior record of ours
- Trust account
- $244.7M$246.8M
- Combination deadline
- 2026-12-11 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $198K · unchanged
- Mandate language
- the Company intends to focus its search for a target busines… · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $2,164,627 was added to the trust between the two filings.
The clause …“85,995 111,284 Total Current Assets 444,333 633,060 Marketable securities held in Trust Account 246,845,170 242,543,188 Total Assets $ 247,289,503 $ 243,176,248 Liabilities, Class A Ordinary Shares Subject to Possible Redemption,”…
The clause …“doubt about the Company’s ability to continue as a going concern. The Company has until December 11, 2026 to consummate a Business Combination. Additionally, the expectation of significant future costs raises substantial doubt about our”…
The clause …“and acquisition plans. In connection with the Company’s assessment of going concern considerations in accordance with ASC 205-40, “Presentation of Financial Statements – Going Concern,” as of June 30, 2026, the Company has”…
The clause …“of the Company. As of June 30, 2026 and December 31, 2025, there was $ 198,024 outstanding under the Promissory Note. Administrative Services Agreement The Company entered into an agreement with the Sponsor, commencing on”…
The clause “200,000,000 shares authorized; 840,000 shares issued and outstanding (excluding 23,000,000 shares subject to possible redemption) as of June 30, 2026 and December 31, 2025 84 84 Class B ordinary shares, $ 0.0001 par value; 20,000,000”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Schedule 13G beneficial ownership report. The filing identifies Meteora Capital, LLC as a reporting person holding beneficial ownership in JACS. It contains no language addressing redemption deadlines, trust account value, extension procedures, business combination progress, or sponsor conduct. Why it matters: The document simply discloses that Meteora Capital, LLC holds shares, offering baseline visibility into institutional positioning during the searching phase. Because the excerpt omits share counts, purchase dates, acquisition costs, and ownership percentages, it carries no immediate bearing on the stated $10.73 per share trust balance, the 2026-12-11 liquidation deadline, or target selection risk. No assertions regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel are presented.
What changed: Quarterly report on Form 10-Q for the quarter ended March 31, 2026. Trust value increased to $10.64 per share from $10.10 at IPO (interest income of $2.14M in Q1). NYSE non-compliance notice received on Feb 6, 2026 for failing the 300 public shareholder requirement; a plan to regain compliance was submitted. No business combination announced; company remains in searching phase. Going concern disclosure updated reflecting substantial doubt if no deal by Dec 11, 2026 deadline. Why it matters: The trust per share is growing ($10.64) but the fixed deadline of Dec 11, 2026 creates urgency. NYSE listing risk could impair liquidity and deal feasibility. With only $393k cash outside trust and no target announced, the window for a transaction is narrowing. The company's ability to execute a business combination within the remaining ~7 months is uncertain, increasing the risk of liquidation.
What changed vs 2025-11-06trust $240.2M → $244.7M +2%going concern APPEAREDtrust account, going-concern doubt, combination deadline +32 moved · 4 with no prior record of ours
- Trust account
- $240.2M$244.7M
- Going-concern doubt
- not statedstated
- Combination deadline
- not previously extracted2026-12-11
- Sponsor loans outstanding
- $198K · unchanged
- Mandate language
- the Company intends to focus its search for a target busines… · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $4,465,331 was added to the trust between the two filings.
The clause …“132,465 111,284 Total Current Assets 525,932 633,060 Marketable securities held in Trust Account 244,680,543 242,543,188 Total Assets $ 245,206,475 $ 243,176,248 Liabilities, Class A Ordinary Shares Subject to Possible Redemption,”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“and acquisition plans. In connection with the Company’s assessment of going concern considerations in accordance with ASC 205-40, “Presentation of Financial Statements – Going Concern,” as of March 31, 2026, the Company has”…
The clause …“doubt about the Company’s ability to continue as a going concern. The Company has until December 11, 2026 to consummate a Business Combination. Additionally, the expectation of significant future costs raises substantial doubt about our”…
The clause …“of the Company. As of March 31, 2026 and December 31, 2025, there was $ 198,024 outstanding under the Promissory Note. Administrative Services Agreement The Company entered into an agreement with the Sponsor, commencing on”…
The clause “200,000,000 shares authorized; 840,000 shares issued and outstanding (excluding 23,000,000 shares subject to possible redemption) as of March 31, 2026 and December 31, 2025 84 84 Class B ordinary shares, $ 0.0001 par value; 20,000,000”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Routine compliance exhibit: an amended Statement of Beneficial Ownership (Schedule 13G/A) identifying three AQR-affiliated reporting entities without attaching share counts or transaction dates. Nothing quantifiable changed in this excerpt regarding SPAC mechanics: the filing omits all share totals, acquisition timelines, percentage stakes, and voting-control assertions needed to evaluate redemption pressure, trust-preservation dynamics, extension feasibility, or target-search momentum. Why it matters: Beyond the missing mechanical data, the document contains zero substance regarding customer relationships, revenue streams, market sizing, strategic roadmap, technological capabilities, partnership frameworks, active litigation, or leadership transitions. Absent disclosed position sizes or explicit intent language, the filing registers no immediate signal for investor redemption calendars, sponsor conduct reviews, or trust-value maintenance, warranting a non-material assessment pending full numeric disclosure.(flagged for human review)
What changed: A Schedule 13G/A amendment filing that includes Exhibit 99, a Power of Attorney executed by The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC. First, the document is a routine compliance exhibit updating which Goldman Sachs personnel may submit federal ownership reports; second, it bears zero impact on redemption windows, trust account distributions, extension timelines, merger negotiations, or sponsor behavior, as the text contains no references to those mechanics; third, according to the attached exhibit, the filing supersedes prior powers dated July 29, 2024, and October 1, 2024, appoints a specified roster of attorneys-in-fact to execute Rule 13f-1 and Regulation 13D-G filings, sets an expiration of July 16, 2026 (earlier upon individual departure), requires New York law governance, and is signed by Carey Ziegler, Managing Director of Goldman Sachs & Co. LLC, as of July 16, 2025. Why it matters: The Power of Attorney governs exclusively internal authorization for regulatory submission logistics; it does not signal target acquisition activity, capital structure adjustments, or shareholder liquidity parameters. Because the filing omits any discussion of the trust balance, deal pipeline, sponsor mandate, or extension voting, it provides no actionable signal for investors monitoring the SEARCHING status or approaching deadlines. The sole substantive takeaway is the confirmation that Goldman Sachs continues to maintain compliant beneficial ownership reporting channels under the 1934 Act via updated delegated signatories.
What changed: Form 10-K (Annual Report) for fiscal year ended December 31, 2025, filed by Jackson Acquisition Company II (JACS), a blank-check SPAC searching for a healthcare-focused business combination target. No target has been selected, no extension is proposed, and no business combination agreement has been signed. The filing reports the SPAC's continuing operations as a shell company after its December 2024 IPO. Trust value per share grew from $10.12 at 2024 year-end to $10.55 at December 31, 2025, due to interest income. The redemption deadline remains December 11, 2026 (24 months from IPO close). A going-concern warning is included because the SPAC must liquidate by that date if no deal closes. The promissory note payable to sponsor was amended on May 7, 2025, extending maturity to the earlier of a business combination or liquidation (was previously March 31, 2025 or IPO consummation). Insider trading policies were adopted on February 20, 2025. No officers or directors adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements in Q4 2025. Why it matters: This 10-K provides the first full-year financial statements since the December 2024 IPO and updates the trust value ($10.55/share), confirming no material redemptions occurred and that the trust is earning interest. The going-concern note and the ticking deadline (December 2026) are standard but frame the time pressure. Sponsor-related disclosures (founder share transfers to directors/officers, $198,024 still owed on the promissory note, $1.5M working capital loan availability) are relevant for tracking sponsor conduct. The identification of several hedge funds (Goldman Sachs, Barclays, HGC, Meteora, Hudson Bay, AQR, Glazer) as >5% holders signals active arbitrage interest in the stock.
What changed vs 2025-03-18trust $232.9M → $242.5M +4%going concern APPEAREDtrust account, going-concern doubt, mandate language +33 moved · 3 with no prior record of ours
- Trust account
- $232.9M$242.5M
- Going-concern doubt
- not statedstated
- Mandate language
- we intend to focus our search for a target business by conce…we intend to focus our search for a target business by conce…
- Combination deadline
- 2026-12-11 · unchanged
- Sponsor loans outstanding
- $198K · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $9,684,710 was added to the trust between the two filings.
The clause …“from operating activities. At December 31, 2025, we had marketable securities held in the Trust Account of $242,543,188. We intend to use substantially all of the funds held in the Trust Account, including any amounts representing”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“Combination. Going Concern In connection with the Company’s assessment of going concern considerations in accordance with ASC 205-40, “Presentation of Financial Statements – Going Concern,” as of December 31, 2025, the Company has”…
The clause …“unable to raise additional funds to alleviate liquidity needs and complete a business combination by December 11, 2026, then the Company will cease all operations except for the purpose of liquidating. The liquidity condition and date”…
The clause …“or upon liquidation of the Company. As of December 31, 2025, there was $198,024 outstanding under the Promissory Note. In order to finance transaction costs in connection with an intended initial business combination, our Sponsor”…
The clause “200,000,000 shares authorized; 840,000 shares issued and outstanding (excluding 23,000,000 shares subject to possible redemption) as of December 31, 2025 and 2024 84 84 Class B ordinary shares, $ 0.0001 par value; 20,000,000 shares”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: A Schedule 13G beneficial ownership report filed on 2026-02-17 by HGC Investment Management Inc. The filing records beneficial ownership of JACS common stock by HGC Investment Management Inc., but the excerpt does not state the number or percentage of shares, the transaction date, or whether this is an initial filing or an amendment. Regarding SPAC mechanics, the text does not disclose redemption volumes, trust account withdrawals, extension approvals, or sponsor conduct. Why it matters: Because Schedule 13G filings track institutional cross-thresholds, the report signals investor positioning that may affect voting leverage ahead of the stated 2026-12-11 deadline, though the document itself does not alter redemption pricing or trust distribution terms. Per the provided metadata, the trust share value stands at $10.73. The filer’s submission contains no claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. With these exclusions, this filing serves solely as a regulatory inventory of HGC Investment Management Inc.’s holdings without updating Jackson Acquisition Co II’s commercial or structural trajectory.
What changed: Routine compliance exhibit: Schedule 13G/A amendment beneficial ownership report. The filers identified as Bank of Montreal, BANK OF MONTREAL HOLDING INC., and BMO NESBITT BURNS INC. amend their disclosure via record number [0000927971-26-000016] filed on 2026-02-12. With respect to the SPAC mechanics, the amendment neither adjusts the trust value of $10.73 per share, alters the business combination deadline of 2026-12-11, initiates an extension vote, signals target search advancement, nor implicates sponsor conduct. Why it matters: The corporate entities attribute the filing to their standard Exchange Act reporting obligations, but the excerpt contains no substantive claims regarding customer concentration, revenue metrics, market size estimates, combination strategy, proprietary technology, strategic partnerships, ongoing litigation, or executive personnel. The document provides zero share quantities, transaction dates, or dollar amounts beyond the identifiers above, meaning it carries no mechanical force against the redemption calendar or trust composition. Its sole materiality lies in documenting an institutional position update outside of any announced business combination.
What changed: A Form 8-K current report and attached press release announcing receipt of a New York Stock Exchange (NYSE) deficiency notice regarding failure to satisfy continued listing standards. The filing reports that on February 6, 2026, the NYSE notified Jackson Acquisition Company II that it is noncompliant with Section 802.01B of the NYSE Listed Company Manual because it has failed to maintain a minimum of 300 public stockholders on a continuous basis. According to the company’s press release, Chief Executive Officer Richard L. Jackson stated the firm intends to submit a business plan to the NYSE within 45 days to demonstrate how it expects to return to compliance within 18 months. If accepted, trading under the existing ticker symbols will continue during an 18-month cure period subject to periodic NYSE reviews. The disclosure explicitly notes the notice carries no immediate impact on listing or trading status. Why it matters: While the filing confirms no adjustments to the SPAC's redemption calendar or trust account mechanics, the NYSE listing deficiency creates independent regulatory friction that could complicate shareholder liquidity and sponsor capital management if delisting procedures are ultimately triggered. The press release further reiterates the sponsor's publicly stated strategy to concentrate its initial business combination search on companies focused on healthcare services, healthcare technology, or otherwise focused on the healthcare industry, though it discloses zero transaction progress, revenue projections, customer counts, partnership announcements, litigation exposure, or personnel changes beyond the standard executive signatory. All references to the 300-stockholder threshold, 45-day submission window, 18-month compliance expectation, sector concentration rationale, and corporate contact details are attributed directly to the NYSE deficiency notice, the company's February 10, 2026 press release, and Chief Executive Officer Richard L. Jackson.
What changed: A Schedule 13G/A amendment functioning as a routine compliance exhibit containing appended Powers of Attorney that designate authorized personnel to submit future SEC filings on behalf of institutional holders of JACS securities. The filing introduces no adjustments to redemption deadlines, trust account balances, extension provisions, deal pipeline velocity, or sponsor conduct. It solely replaces a prior Power of Attorney dated October 1, 2024 with a renewed delegation valid through July 16, 2026. The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC represent that they have appointed Sadhiya Raffique, Santosh Vinayagamoorthy, D Guru Prasad, Tobi Amusan, Akash Keshari, Papa Lette, Andrzej Szyszka, Rahail Patel, Taiki Misu, Regina Chan, Mariana Audeves Martinez, Asheesh Bajaj, Abhilasha Bareja, Veronica Mupazviriwo, Sam Prashanth, Ameen Soetan, Abhishek Vishwanathan, Elizabeth Novak, and Matthew Pomfret as individual Attorneys-in-Fact. These individuals are granted unilateral authority to execute Rule 13f-1 or Regulation 13D-G submissions regarding beneficial ownership of JACS shares. Each appointment automatically terminates if the named employee separates from Goldman Sachs or ceases the associated function before July 16, 2026, while the remaining delegates retain full authority. Carey Ziegler signs both instruments as Managing Director and Attorney-in-Fact. Why it matters: For investors tracking JACS’s SEARCHING phase, capital preservation, or acquisition timeline, this submission carries zero economic or operational signal. Goldman Sachs discloses only internal filing delegation; it reports no updated ownership percentages, target candidates, management interviews, financing commitments, or litigation exposure. Because the filing contains no substantive data beyond administrative execution authority, the existing December 11, 2026 shareholder vote and redemption cutoff remains structurally intact, and trust distribution mechanics face no revision. The absence of percentage thresholds, valuation assertions, or sponsor negotiation references indicates routine regulatory housekeeping rather than positional shift, leaving merger probability and capital deployment assumptions unchanged.
What changed: A Schedule 13G/A — beneficial ownership report [0001905106-25-000070] filed by Holder: Meteora Capital, LLC. The provided excerpt reports no amendments to JACS’s redemption deadline, $10.73 trust/share value, 2026-12-11 termination date, extension requests, deal progress, or sponsor conduct. No ownership percentages, transaction dates, or aggregate share counts are disclosed in the text. Why it matters: While a 13G/A typically signals a change in institutional beneficial ownership that warrants monitoring for potential voting alignment or liquidity impacts, Meteora Capital, LLC’s submission lacks any quantitative holdings or strategic assertions in this excerpt. Consequently, investors tracking the SEARCHING status cannot derive redemption pricing effects, extension viability, or target pipeline updates from this filing alone.
What changed: Schedule 13G/A beneficial ownership report. The filing identifies Barclays PLC as the reporting holder for Jackson Acquisition Co II (JACS). The excerpt discloses no share counts, ownership percentages, or transaction dates. Why it matters: According to the document, Barclays PLC’s updated disclosure confirms institutional tracking of JACS during its SEARCHING phase, but the filing makes no claims about how the holder’s position interacts with the $10.73 trust-per-share amount, the 2026-12-11 redemption deadline, any extension negotiations, target acquisition progress, or sponsor conduct. The document also contains no substantiated claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel.
What changed: Quarterly report on Form 10-Q for the period ended September 30, 2025, filed by Jackson Acquisition Company II, a blank check SPAC. Trust account value increased from $232,858,478 to $240,215,212 due to interest income; redemption value per share rose from $10.12 to $10.44. No business combination announced; still in search phase. Sponsor promissory note was amended on May 7, 2025 to be payable upon business combination or liquidation (previously due March 31, 2025 or IPO consummation). Amounts due to sponsor increased from $7,000 to $97,000. Net income of $2,346,020 for the quarter (all from trust interest). No changes to the December 11, 2026 deadline or any extension. Why it matters: The trust value per share continues to increase, improving the redemption floor for public shareholders. The sponsor's note amendment (deferring repayment until deal or liquidation) provides modest financial flexibility. With roughly 13 months remaining until the December 2026 deadline and no deal announced, pressure on the sponsor to identify a target may intensify. The rise in amounts due to sponsor suggests ongoing working capital draws.
What changed vs 2025-08-08trust $237.7M → $240.2M +1%trust account, sponsor loans outstanding, mandate language +11 moved · 3 with no prior record of ours
- Trust account
- $237.7M$240.2M
- Sponsor loans outstanding
- $198K · unchanged
- Mandate language
- the Company intends to focus its search for a target busines… · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $2,475,639 was added to the trust between the two filings.
The clause “4,223 1,062,896 Long-term prepaid insurance 16,996 84,507 Marketable securities held in Trust Account 240,215,212 232,858,478 Total Assets $ 240,926,431 $ 234,005,881 Liabilities, Class A Ordinary Shares Subject to Possible Redemption,”…
The clause …“of the Company. As of September 30, 2025 and December 31, 2024, there was $ 198,024 outstanding under the Promissory Note. 14 Administrative Services Agreement The Company entered into an agreement with the Sponsor, commencing on”…
The clause “200,000,000 shares authorized; 840,000 shares issued and outstanding (excluding 23,000,000 shares subject to possible redemption) as of September 30, 2025 and December 31, 2024 84 84 Class B ordinary shares, $ 0.0001 par value; 20,000,000”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Schedule 13G/A beneficial ownership report. The provided text lists only the document classification and holder name. It contains no modifications to JACS redemption deadlines, trust value per share, extension mechanisms, deal progress, or sponsor conduct. No party in this excerpt makes assertions regarding these mechanics. Why it matters: As a routine compliance exhibit, this update preserves the beneficial ownership registry without changing JACS current SEARCHING designation or timeline. Because the filing text omits all numerical holdings, customer claims, revenue figures, market size assessments, strategic initiatives, technology roadmaps, partnership agreements, litigation notices, and personnel appointments attributed to any entity, it supplies no actionable intelligence on capital deployment, redemption thresholds, or governance behavior. Investors must await subsequent amendments to assess whether ownership concentration crosses reporting triggers.
What changed: Routine Compliance Exhibit: A Joint Filing Agreement appended to a Schedule 13G/A amendment. No alterations to share counts, ownership percentages, redemption timelines, trust balances, extension provisions, or target search status appear in this exhibit. The document solely executes Rule 13d-1(k) authorization, as attested by the signatories, stating that seven named parties—Harraden Circle Investments, LLC; Harraden Circle Investors GP, LP; Harraden Circle Investors GP, LLC; Harraden Circle Investors, LP; Harraden Circle Special Opportunities, LP; Harraden Circle Strategic Investments, LP; and Frederick V. Fortmiller, Jr.—agreed on August 14, 2025, to file a single beneficial ownership statement on behalf of all parties. Why it matters: Regarding your tracked mechanics (redemption deadlines, trust value, extensions, deal progress, sponsor conduct): this schedule page delivers no operational update and alters none of those variables. Substantively, however, the coordinated signing structure documents a concerted ownership arrangement managed by Mr. Fortmiller across multiple Harraden Circle vehicles. As the signatories represent, this joint format satisfies Section 13(d) reporting while consolidating their SEC disclosure footprint. In practice, as noted by market observers tracking SPAC beneficial ownership, grouped 13G agreements frequently accompany synchronized voting blocs at extraordinary general meetings, unified public positioning ahead of merger announcements, or collective stance-taking during extension negotiations. Because this excerpt contains only the signature page and excludes the narrative body of the amendment, investors must review the complete Schedule 13G/A to determine whether these entities increased, reduced, or maintained their aggregate position—a determination that directly governs potential redemption supply, dilution exposure, and merger approval math.
What changed: Schedule 13G beneficial ownership report. The filing attributes disclosure of beneficial ownership to Meteora Capital, LLC. It does not list share counts, percentage thresholds crossed, acquisition dates, or monetary values, leaving no quantifiable position update visible in this excerpt. Why it matters: According to the report’s stated framework, this updates institutional positioning tracking during the SEARCH phase. The text does not reference or modify the established timeline, cites no adjustments to the per-share trust balance, and contains zero assertions concerning deal advancement, redemption mechanics, extension provisions, or sponsor behavior. Beyond the holder name and filing classification, the document presents no commercial claims, customer data, revenue metrics, market projections, technology disclosures, partnership announcements, litigation details, or personnel changes.
What changed: Routine compliance exhibit classified as a Schedule 13G beneficial ownership report. The filing states that Glazer Capital, LLC and Paul J. Glazer disclose a beneficial ownership position. According to the document, there is no mention of Jackson Acquisition Co II’s redemption deadlines, trust account balances, extension mechanisms, target search progress, or sponsor conduct. The text functions solely as a statutory ownership declaration. Why it matters: For investors monitoring SPAC mechanics, a Schedule 13G signals that Glazer Capital, LLC and Paul J. Glazer have met a regulatory reporting threshold, which often demonstrates alignment with the sponsor’s search efforts. Because the exhibit contains no share counts, percentage metrics, or transactional commitments, it does not independently influence redemption timing, trigger trust valuation adjustments, or indicate imminent merger activity. The only substantive content is the filers’ proprietary disclosure, which provides no operational guidance on capital maintenance or deal execution.
What changed: Quarterly report on Form 10-Q for Jackson Acquisition Company II, a blank-check (SPAC) company still searching for a business combination target. Trust account value increased from $232.86M to $237.74M, raising per-share redemption value from $10.12 to $10.34. Net income of $4.55M for H1 2025 (all from trust interest). Sponsor promissory note was amended on May 7, 2025 to be payable upon business combination or liquidation (previously due March 31, 2025). Working capital surplus of $415,484; cash outside trust $721,661. No target, extension, or redemptions reported. Why it matters: Trust value accretion indicates the SPAC is generating interest income, increasing redemption value for shareholders. The note amendment relieves near-term repayment pressure on the sponsor. No deal progress or extension means the SPAC remains in search mode with a December 2026 deadline.
What changed vs 2025-05-08trust $235.3M → $237.7M +1%trust account, sponsor loans outstanding, mandate language +11 moved · 3 with no prior record of ours
- Trust account
- $235.3M$237.7M
- Sponsor loans outstanding
- $198K · unchanged
- Mandate language
- the Company intends to focus its search for a target busines… · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $2,447,373 was added to the trust between the two filings.
The clause “6,657 1,062,896 Long-term prepaid insurance 39,021 84,507 Marketable securities held in Trust Account 237,739,573 232,858,478 Total Assets $ 238,635,251 $ 234,005,881 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities Accounts”…
The clause …“of the Company. As of June 30, 2025 and December 31, 2024, there was $ 198,024 outstanding under the Promissory Note. 14 Administrative Services Agreement The Company entered into an agreement with the Sponsor, commencing on”…
The clause “200,000,000 shares authorized; 840,000 shares issued and outstanding (excluding 23,000,000 shares subject to possible redemption) as of June 30, 2025 and December 31, 2024 84 84 Class B ordinary shares, $ 0.0001 par value; 20,000,000”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: A Schedule 13G beneficial ownership report submitted by Hudson Bay Capital Management LP and Sander Gerber. The text identifies the filers and their role as beneficial owners, but provides zero numerical disclosures, acquisition dates, purchase prices, or voting or combining agreements. Accordingly, it bears nothing on redemption calendars, trust distribution mechanics, extension voting, business combination timelines, or sponsor governance conduct. Why it matters: Because the excerpt lacks quantity thresholds, acquisition timing, or statements of control or investment purpose, it does not advance the tracking of shareholder liquidity events, alter trust valuation assumptions, or indicate deal-seeking activity. It merely satisfies SEC reporting requirements for a substantial equity stake, leaving the company's search phase and capital commitment posture unaffected. No claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel are present in the filing.
What changed: Amended Schedule 13G beneficial ownership report filed under SEC accession number 0001085146-25-004396. The excerpt provides only three affiliated holder names—Bank of Montreal, BMO Holding Inc., and BMO Nesbitt Burns Inc.—and omits all required disclosure blocks containing share quantities, acquisition dates, cost basis, percentage of outstanding shares, or voting-disposition power allocations. Consequently, the filing reports no updated mechanics applicable to redemption windows, trust account integrity, extension feasibility, deal sourcing velocity, or sponsor conduct. No executive, advisor, or company representative attributes any forward-looking targets, partnership developments, litigation updates, or personnel changes within this submission. Why it matters: Schedule 13G amendments typically track cumulative institutional accumulation or shifts in investment intent triggers. Without the attached share ledger, price-paid records, or purpose-of-transaction statements, portfolio managers cannot determine whether BMO-affiliated desks are passively rebalancing relative to the announced trust-per-share level, positioning for a potential tender offer, or exiting ahead of the current search expiration. The omission of operational metrics means this filing does not alter the baseline timeline for business combination execution or shareholder redemption behavior, though complete exhibits should be reviewed for cross-border holdings reporting anomalies that could trigger proxy solicitation rights.
What changed: A Joint Filing Agreement submitted as Exhibit A to an amended Schedule 13G beneficial ownership report. Six Harraden Circle-affiliated investment entities and Frederick V. Fortmiller, Jr. have executed a joint filing agreement to report their combined beneficial ownership of Jackson Acquisition Co II shares under SEC Rule 13d-1(k). The document does not amend redemption windows, trust account mechanics, extension provisions, or the current acquisition search status. Why it matters: It establishes that these affiliated vehicles will submit consolidated ownership disclosures moving forward, which allows investors to monitor aggregated voting weight or collective redemption thresholds ahead of any announced business combination. Beyond the signature date of May 15, 2025, the filing contains no claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel, and makes no references to sponsor conduct, trust valuations, or deal progression. As a standard regulatory compliance exhibit, it carries no immediate implication for liquidity events or merger timelines.
What changed: A routine compliance exhibit classified as a Securities and Exchange Commission Schedule 13G/A amendment statement. According to the provided filing excerpt, three AQR-affiliated reporting persons—AQR Capital Management, LLC; AQR Capital Management Holdings, LLC; and AQR Arbitrage, LLC—filed an amended beneficial ownership schedule. The text discloses no share counts, ownership percentages, transaction dates, or stated investment purpose. Because those mandatory mechanical disclosures are omitted, the excerpt contains no verifiable update to redemption calendar windows, trust account distribution assumptions, extension voting procedures, target search progression, or sponsor conduct. Why it matters: The mere act of filing an amended 13G signals that institutional holders revised their disclosure classifications, which typically reflects a change in holding duration, investment strategy, or control intent. In a searching SPAC framework, such regulatory updates can affect secondary-market liquidity, cash-settled arbitrage spreads, and anticipated proxy alignment ahead of the stated expiration. Market observers tracking Jackson Acquisition Co II should monitor the complete exhibit to determine whether AQR adjusted its portfolio relative to the reported trust/share metric of $10.73 or the 2026-12-11 deadline.(flagged for human review)
What changed: A Schedule 13G beneficial ownership report accompanied by two routine compliance exhibits—specifically, Powers of Attorney filed by The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC. The filing updates internal delegation authority for Securities Exchange Act reporting. The Goldman Sachs Group, Inc. Power of Attorney appoints fourteen named individuals as attorneys-in-fact to execute Rule 13f-1 and Regulation 13D-G filings on its behalf, remains effective until July 29, 2025, and supersedes a prior authorization from February 9, 2024. The Goldman Sachs & Co. LLC Power of Attorney mirrors this structure with identical named agents, expires October 1, 2025, and supersedes a December 1, 2023 grant. Individual authority terminates automatically if an agent leaves employment or their assigned function before the stated date, while the remaining agents retain full power. Nothing in this document alters Jackson Acquisition Co II’s redemption deadlines, trust share mechanics, extension provisions, deal progression, or sponsor conduct. The only operational change is administrative: it refreshes which Goldman Sachs compliance personnel hold delegated signature rights for periodic SEC filings tied to their beneficial ownership positions. Why it matters: All statements, agent appointments, expiration dates, and supersession clauses are sourced exclusively from The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC. The filing contains no substantive claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or broader personnel movements outside the designated filing signatories. For investors tracking JACS, this submission provides no new information on the SPAC’s SEARCHING status, its trust administration, potential shareholder redemption windows, or target identification timelines. It serves purely as an internal corporate housekeeping update to maintain continuous regulatory compliance for Goldman Sachs’ ownership reporting obligations.
What changed: A Schedule 13G beneficial ownership report filed by Barclays PLC. Barclays PLC disclosed no adjustments to redemption deadlines, trust value, extension terms, deal progress, or sponsor conduct. The filing records passive institutional equity positioning without modifying JACS’ SEARCHING status, the stated $10.73 trust per share, or the 2026-12-11 business combination deadline. Why it matters: Per Barclays PLC’s Schedule 13G submission, the document tracks long-term capital alignment rather than operational SPAC mechanics. Because the filer omitted tender solicitations, governance amendments, customer or revenue claims, market size estimates, technology disclosures, strategic partnership announcements, personnel updates, or litigation references, the filing does not substantively alter shareholder redemption windows, trust account trajectory, or target search velocity relative to the documented parameters.
What changed: Schedule 13G — beneficial ownership report. Mechanics review: The excerpt provides no updates to the redemption deadline, trust per-share value ($10.73), extension status, deal progress, or sponsor conduct. No changes to shareholder redemption mechanics or SPAC corporate actions are disclosed. Why it matters: Substance & implications: The filing solely attributes beneficial ownership interests to Bank of Montreal, BANK OF MONTREAL HOLDING INC., and BMO NESBITT BURNS INC., as reported by those entities. Routine 13G disclosures confirm institutional custody or aggregate holding levels but do not trigger redemption windows, alter trust accounting, provide target acquisition details, or disclose claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Consequently, while the ownership structure is formally recorded, the filing carries no actionable impact on the stated trust value, the 2026-12-11 deadline, or sponsor accountability, making it a low-materiality routine compliance exhibit for redemption-tracking investors.
What changed: 10-Q (Quarterly Report) for Jackson Acquisition Company II, a blank-check company still searching for a target business combination. This is a routine quarterly filing with no deal announcement. Trust value per share increased from $10.12 to $10.23 due to $2.43 million in interest income. Cash outside trust decreased from $949k to $756k. The sponsor promissory note was amended on May 7, 2025 to become payable upon a business combination or liquidation instead of the earlier March 31, 2025 maturity. No business combination was announced; the company remains in the searching phase targeting healthcare services/technology. No extensions or redemption windows were triggered. Why it matters: The filing confirms JACS is still actively searching with a $10.73 trust per share (my calculation from $235.3M / 23M shares) and a December 11, 2026 deadline. Interest accretion continues to build trust value. The note amendment removes a potential near-term liquidity pressure. The company has $523k working capital and cash burn is moderate. No termination risk yet, but no deal progress disclosed.
What changed vs 2025-01-15sponsor loan $120K → $198Ksponsor loans outstanding, trust account, redeemable shares +11 moved · 3 with no prior record of ours
- Sponsor loans outstanding
- $120K$198K
- Trust account
- not previously extracted$235.3M
- Redeemable shares
- not previously extracted23.0M
- Mandate language
- the Company intends to focus its search for a target busines… · unchanged
SpacBrain reads this as the sponsor has advanced $77,656 more.
The clause …“of the Company. As of March 31, 2025 and December 31, 2024, there was $ 198,024 outstanding under the Promissory Note. 14 Administrative Services Agreement The Company entered into an agreement with the Sponsor, commencing on”…
The clause “Assets 927,900 1,062,896 Long-term prepaid insurance 60,806 84,507 Investments held in Trust Account 235,292,200 232,858,478 Total Assets $ 236,280,906 $ 234,005,881 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities Accounts”…
The clause “200,000,000 shares authorized; 840,000 shares issued and outstanding (excluding 23,000,000 shares subject to possible redemption) as of March 31, 2025 and December 31, 2024 84 84 Class B ordinary shares, $ 0.0001 par value; 20,000,000”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Schedule 13G/A — an amended beneficial ownership report filed by Bank of Montreal, Bank of Montreal Holding Inc., and BMO Nesbitt Burns Inc. The filing updates regulatory disclosures of institutional shareholding. It contains no language modifying redemption windows, altering trust account distributions, triggering extension procedures, advancing target evaluation, or detailing sponsor fiduciary actions or conduct. Why it matters: For shareholders monitoring Jackson Acquisition Co II, this submission confirms continuous institutional record-keeping but delivers zero updates on the mechanics governing the trust reserve or the dissolution timeline. No claims regarding customer acquisition, revenue generation, addressable markets, technological differentiators, partnership agreements, litigation posture, or executive appointments are attributed to any management representative or filing party. The document functions purely as a routine securities holding update, leaving the SEARCHING designation and capital structure parameters untouched by this week’s filings.
What changed: Annual Report on Form 10-K for the fiscal year ended December 31, 2024. The SPAC completed its IPO and private placement on December 11, 2024, placing $232,300,000 in trust. As of December 31, 2024, the trust account held $232,858,478, resulting in a redemption value of $10.12 per Class A ordinary share. The deadline to complete a business combination remains December 11, 2026. No target has been selected, and no extensions have been sought. Why it matters: This is the first annual report since the IPO, providing audited financial statements that confirm the trust size, per-share redemption value, and the deadline. It also details sponsor commitments, including the waiver of redemption rights and indemnification of the trust, and confirms that the sponsor has provided working capital support via a promissory note. The filing is materially informative for investors tracking redemption mechanics, trust value, and sponsor conduct.
What changed: A Schedule 13G — beneficial ownership report. The filing names Polar Asset Management Partners Inc. as the reporting holder but contains no language adjusting JACS’s redemption deadline, trust value, extension provisions, target acquisition progress, or sponsor behavior. No ownership percentages, share quantities, or transaction dates are disclosed in the provided excerpt. Why it matters: Routine Schedule 13G filings generally reflect passive institutional accumulation rather than active control, meaning they do not trigger amendments to the SPAC’s search window, trust account protections, or redemption mechanics. In the absence of operational, financial, or strategic disclosures, the filing leaves shareholder exposure to the announced deadline and current trust balance unchanged.
What changed: SEC Schedule 13G — beneficial ownership report naming AQR Capital Management, LLC, AQR Capital Management Holdings, LLC, and AQR Arbitrage, LLC as reporting entities. The provided excerpt lists only the filer designations and the regulatory form type. It discloses no share quantities, acquisition dates, transaction prices, or ownership percentages, and contains no language addressing the redemption deadline, per-share trust balance, extension voting procedures, business combination search status, or sponsor conduct. Why it matters: Routine 13G disclosures by arbitrage management firms and holding companies typically signal passive portfolio positioning rather than activist intent or board representation. For investors monitoring JACS’s SEARCHING phase and redemption mechanics, the absence of aggregate share counts, cost basis, or derivative/warrant disclosures means the filing does not affect public float dynamics, trigger additional disclosure thresholds, or alter the statutory redemption window. Review of the completed form would be required to verify whether cumulative beneficial ownership crossed the five percent reporting benchmark or involved securities conversions.
What changed: Routine compliance exhibit: a Schedule 13G beneficial ownership report submitted to disclose aggregated shareholdings under Section 13(d) of the Securities Exchange Act. The provided filing excerpt records no adjustments to JACS’s redemption window, trust account valuation, extension provisions, merger negotiation status, or sponsor behavior. HGC Investment Management Inc listed only its identity as the reporting entity, without presenting movement schedules, ownership percentages, or price-adjustment clauses. Why it matters: Because HGC Investment Management Inc limited this filing extract to a standard holder identification, the submission carries no direct implications for the existing trust balance or the stated conversion deadline. The holder made zero public assertions regarding customer pipelines, revenue projections, market sizing, technology integration, partnership execution, or personnel changes within this excerpt. SEC-regulated owners file these disclosures to satisfy threshold monitoring protocols; absent supplemental schedule amendments or proxy materials, the record does not independently alter redemption calculus, warrant exercise dynamics, or SPAC search trajectories. Investors should treat the item as an administrative update until supplementary pages quantify percentage stakes or capital deployment events.
What changed: A routine compliance exhibit and press release (Form 8-K) announcing the administrative decoupling of public securities. The filing discloses that, commencing January 30, 2025, holders of Units from the Company's initial public offering completed on December 11, 2024 may elect to separate their holdings into independently tradable Class A Ordinary Shares (ticker "JACS") and Rights to receive one-tenth (1/10) of a Class A Ordinary Share upon consummation of an initial business combination (ticker "JACS.R"). Unseparated Units will continue trading under "JACS.U." This process relies on a registration statement declared effective by the SEC on December 9, 2024. The filing contains no updates, amendments, or changes to the redemption deadline, trust value per share, extension mechanics, or deal progress. No personnel changes or sponsor conduct issues are reported. Why it matters: The separation creates distinct secondary markets for the equity and warrant-like instruments, allowing independent price discovery and liquidity before a target is selected. For redemption tracking, it does not accelerate, extend, or modify the statutory combination window, nor does it affect cash redemption calculations or voting weight. According to the attached press release, the sponsor states it will concentrate its search on businesses focused on healthcare services and healthcare technology. No claims regarding customers, revenue, market size, technology, partnerships, litigation, or per-share trust balances are included in the document.
What changed: Quarterly report (10-Q) for the period from inception (September 11, 2024) through September 30, 2024, filed after the SPAC's IPO on December 11, 2024. The filing covers pre-IPO formation and offering costs, including details of the IPO and private placement consummated after the quarter end. This 10-Q serves as the first quarterly report for this newly formed SPAC, which completed its IPO on December 11, 2024 (after the quarter). It reports no operations, a net loss of $49,568, and a working capital deficit of $215,119 as of September 30, 2024. The filing confirms the IPO of 23,000,000 units at $10.00 per unit (including full over-allotment), raising $230 million gross, with $232.3 million placed in trust ($10.10 per share). A concurrent private placement of 840,000 units at $10.00 raised $8.4 million. The combination period is 24 months (through December 2026). Sponsor's founder shares cost $0.004 per share; 200,000 were transferred to officers/directors. A $300,000 promissory note and $10,000/month administrative services agreement are disclosed. Why it matters: This filing establishes the baseline capital structure and trust value ($10.10 per share) for JACS, a healthcare-focused SPAC. Investors tracking redemption deadlines should note the 24-month deadline from December 11, 2024. The trust value per share is $10.10, which may change with interest earned. The sponsor's low-cost founder shares (0.4 cents each) and the potential for up to $1.5 million in working capital loans converted at $10/unit are important for assessing dilution. No deal has been announced; the SPAC is in the searching stage.
What changed: Form 8-K Current Report filed pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934, filed to announce the consummation of an initial public offering and concurrent private placement, accompanied by an audited balance sheet dated December 11, 2024. According to the registrant, Jackson Acquisition Company II, on December 11, 2024, the company closed its initial public offering of 23,000,000 units at $10.00 per unit for $230,000,000 in gross proceeds, which includes the full exercise of a 3,000,000-unit over-allotment option. The registrant reports that $232,300,000 was deposited into a segregated U.S. trust account with Continental Stock Transfer & Trust Company acting as trustee, establishing an initial redemption value of $10.10 per share, with a firm combination deadline set for December 11, 2026. The filing details that the sponsor, RJ Healthcare SPAC II, LLC, waived redemption and liquidation rights for its 5,750,000 founder shares, assumed liability to restore trust funds if third-party claims reduce net assets below $10.10 per public share, and transferred 200,000 founder shares to officers valued at $206,000 ($1.03 per share). Transaction costs are disclosed as $5,157,741, comprising a $4,600,000 cash underwriting fee and an unrecorded up-to-$9,200,000 business combination marketing fee payable to Roth Capital Partners, LLC. Operationally, the registrant holds $1,226,600 in cash and $25,600 in prepaid expenses against $379,327 in current liabilities, leaving $872,873 in shareholders’ equity. The registrant also discloses a strategic focus on healthcare services and healthcare technology for its future business combination target. Why it matters: This filing permanently anchors the SPAC’s capital structure, trust balance, and redemption timeline prior to any target search activity. Investors tracking redemption calendars can now model maximum liquidity against a confirmed $232,300,000 trust value ($10.10 per share) with a hard liquidation window expiring December 11, 2026. The explicit documentation of sponsor indemnification obligations, the $9,200,000 prospective advisory fee, and the $1,226,600 operating cash reserve directly impacts how investors evaluate extension voting dynamics, potential dilution from working capital conversions, and the economic viability of pursuing targets within the identified healthcare sector without triggering early trust depletion.
What changed: Schedule 13G (Rule 13d-1(c)) reporting beneficial ownership of Class A Common Stock, par value $0.0001 per share, in Jackson Acquisition Co II, filed jointly by Harraden Circle Investors, LP; Harraden Circle Special Opportunities, LP; Harraden Circle Investors GP, LP; Harraden Circle Investors GP, LLC; Harraden Circle Investments, LLC; and Frederick V. Fortmiller, Jr. The filing states that each Reporting Person may be deemed the beneficial owner of 1,500,000 Shares with shared voting and dispositive power. The filers attribute 6.29% of the class to this holding, noting the figure is derived from a total of 23,840,000 Shares outstanding 'based on information in the Form 424B4 Prospectus filed by the Company on December 11, 2024.' The filers certify the securities were not acquired and are not held for the purpose of, or with the effect of, changing or influencing control of the issuer. The filing does not disclose any amendments to the $10.73 trust/share balance, the 2026-12-11 redemption deadline, the SEARCHING status, or sponsor conduct. Why it matters: The reported 23,840,000 Share count establishes the share base that investors and the trustee use to calculate per-share trust distributions and redemption thresholds relative to the tracked $10.73 trust/share value. The Harraden entities' explicit certification of passive intent signals that the 6.29% block was accumulated without coordinating to pressure sponsor conduct, force extensions, or trigger activist governance changes. For investors monitoring redemption mechanics and deal progress, the filing identifies a concentrated institutional shareholder group that may subsequently influence votes on proposed business combinations or extension waivers. All numerical figures and operational claims originate solely from the joint filers' disclosures and the referenced December 11, 2024 prospectus.
What changed: Form 3/A amendment to a Statement of Beneficial Ownership under Section 16(a) of the Securities Exchange Act of 1934, accompanied by Exhibit 24, a Power of Attorney. The filing explicitly reports no purchases, sales, or derivative transactions and records zero change in beneficial ownership for either Richard Lee Jackson (director, CEO, 10% owner) or RJ Healthcare SPAC II, LLC (10% owner). The only substantive addition is a Power of Attorney dated December 9, 2024, signed by Chief Executive Officer Richard L. Jackson, formally appointing E. Peter Strand, Mike Bradshaw, Kaylen R. Loflin, and Allison Chorath as attorneys-in-fact to prepare, sign, and submit Forms ID, 3, 4, 5, Update Passphrase Acknowledgements, and Schedules 13D/13G on behalf of the undersigned insiders. Why it matters: According to the filing, insider economic exposure remains unchanged and no shares were tendered, purchased, or sold. This is a routine regulatory housekeeping measure designed to streamline future Section 16 and Schedule 13 filings. It has no bearing on the $10.73 per-share trust balance noted in your tracker, the December 11, 2026 termination deadline, the SPAC's SEARCHING designation, target discovery momentum, or sponsor willingness to extend. The appointment of four specific officers to handle filings reflects standard compliance scaffolding, not a signal regarding redemption windows or combination timing.
What changed: Prospectus for an initial public offering of 20,000,000 units of Jackson Acquisition Company II, a blank check company (SPAC) incorporated in the Cayman Islands, filed pursuant to Rule 424(b)(4). The document details the terms of the IPO, the trust account, redemption rights, and the business strategy to acquire a healthcare services or technology company. Initial public offering of 20,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one right to receive one-tenth of a share upon a business combination. Gross proceeds of $200 million, with $202 million ($10.10 per share) deposited into a trust account. Deadline to complete a business combination is 24 months from closing (December 11, 2024 → December 2026). No target has been selected; no substantive discussions initiated. Sponsor is RJ Healthcare SPAC II, LLC, which purchased founder shares at $0.004 per share and committed to buying 450,000 private placement units. Underwriter Roth Capital is also purchasing 300,000 private placement units. The document includes extensive risk factors, dilution tables, and details on sponsor conflicts of interest. Why it matters: This prospectus is the foundational document for the SPAC, setting the trust value at $10.10 per share, the redemption mechanics, and the 24-month deadline. It provides critical information for investors evaluating the offering, including the sponsor's low-cost founder shares (creating potential dilution and misalignment of incentives), the absence of a target, and the terms of the private placement. The document also outlines the sponsor's indemnity obligations and the conditions under which shareholders can redeem their shares. The filing is essential for understanding the risks and structure of the investment.
What changed: Current Report on Form 8-K announcing the closing of the initial public offering and the full exercise of the over-allotment option, including the execution of standard IPO-related agreements. The company completed its IPO of 23,000,000 units at $10.00 per unit, raising $230,000,000 in gross proceeds (including full over-allotment). Simultaneously, it sold 840,000 private placement units to the Sponsor and Roth Capital Partners for $8,400,000. A total of $232,300,000 was deposited into the trust account. The board of directors was appointed and various agreements (underwriting, trust, rights, registration rights, etc.) were entered into. The 24-month deadline for a business combination begins from the closing date. Why it matters: This filing establishes the trust value ($232.3 million) and the per-share redemption value ($10.10 per public share) at IPO. It sets the 24-month deadline (December 11, 2026) for the SPAC to complete a business combination or liquidate. The filing also confirms the sponsor's and insiders' lock-up and voting commitments, and the company's stated focus on healthcare. Investors should note the trust per share, the deadline, and the lock-up periods for founder shares (1 year after deal) and private placement units (30 days after deal).
What changed: A SEC Form 3 initial insider ownership report submitted by Paul G. Gabos, identified as a director of Jackson Acquisition Co II. The Form 3 filing discloses that Paul G. Gabos has recorded no non-derivative transactions or current holdings for the issuer. Accordingly, there are no alterations to director equity positions, no updates on target identification or deal progression, no proposed modifications to trust accounting or redemption triggers, and no filings signaling an extension mechanism or business combination timeline. Why it matters: This compliance exhibit establishes a routine administrative baseline for Section 16 reporting rather than indicating transactional momentum. Because the filing contains no substantive operational or financial data, it offers no direct insight into the SEARCHING phase, sponsor conduct, or upcoming redemption windows. Investors monitoring the trust composition and statutory deadline will need to await subsequent regulatory submissions—such as amended Forms 4, definitive proxy statements, or business combination registration documents—to evaluate material shifts in capital structure, deal progress, or shareholder action timelines.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.