Armada Sponsor II LLC - May 22, 2025 Form 3 Insider Report for Armada Acquisition Corp. II (AACIU)

Role
10%+ Owner
Signature
/s/ Stephen P. Herbert, Managing Member of Armada Sponsor II LLC
Stock symbol
AACIU
Transactions as of
May 22, 2025
Transactions value $
$0
Form type
3
Date filed
6/4/2025, 08:19 PM
Next filing
Sep 11, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Armada Sponsor II LLC 10%+ Owner C/O ARMADA ACQUISITION CORP. II, 1760 MARKET STREET, SUITE 602, PHILADELPHIA /s/ Stephen P. Herbert, Managing Member of Armada Sponsor II LLC 2025-06-03 0002044010

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding AACIU Class A Ordinary Shares 400K May 22, 2025 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding AACIU Class B Ordinary Shares May 22, 2025 Class A Ordinary Shares 7.88M Direct F3
holding AACIU Private Placement Warrants May 22, 2025 Class A Ordinary Shares 200K Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents 400,000 Class A ordinary shares (the "Private Placement Shares") of Armada Acquisition Corp. II (the "Issuer") that are included in the 400,000 private placement units of the Issuer purchased by Armada Sponsor II LLC (the "Sponsor"), which shares will be transferred to the non-managing investors (as defined in the registration statement on Form S-1 (File No. 333-286110) (the "Registration Statement")) and to the managing members of the Sponsor only upon consummation of an initial business combination.
F2 Each Private Placement Unit is comprised of one Private Placement Share and one-half of one private placement warrant of the Issuer (the "Private Placement Warrants"), each whole Private Placement Warrant will be exercisable to purchase one Private Placement Share. Does not include any Private Placement Shares issuable upon the exercise of Private Placement Warrants.
F3 The Class B Ordinary Shares have no expiration date and will automatically convert into Class A Ordinary Shares at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis.
F4 Represents Private Placement Warrants included in the 400,000 Private Placement Units.
F5 Each Private Placement Warrant is exercisable for cash or on a cashless basis, as described in the Registration Statement. Assuming an exercise for cash, 200,000 Private Placement Shares would be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five (5) years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation of the Issuer, as described in the Registration Statement.