STOCK TITAN

AMR Resources Sponsor (AMACU) acquires 447,500 private placement units in IPO

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(Neutral)
Form Type
4

Rhea-AI Filing Summary

AMR Resources Sponsor LLC, a 10% owner of AMR Resources Acquisition Corp., acquired 447,500 Class A ordinary shares and 223,750 warrants on 2026-07-16 through private placement units tied to the IPO upsizing for an aggregate $4,470,500 purchase price. Each warrant is exercisable at $11.50 per share, starting 30 days after the company’s initial business combination and expiring five years after that combination. The sponsor is the record holder; Kristan Frank Jozef, as managing member, may be deemed a beneficial owner but disclaims ownership beyond his pecuniary interest.

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Insider AMR Resources Sponsor LLC, Kristan Frank Jozef
Role 10% Owner | 10% Owner
Type Security Shares Price Value
Grant/Award Warrants to purchase Class A Ordinary Shares F1, F3, F2 223,750 -- --
Grant/Award Class A Ordinary Shares F1, F2 447,500 $10.00 $4.47M
Holdings After Transaction: Warrants to purchase Class A Ordinary Shares — 223,750 shares (Direct); Class A Ordinary Shares — 447,500 shares (Direct)
Footnotes (3)
  1. F1. In connection with the upsizing of the initial public offering (the "IPO"), as described in the registration statement on Form S-1 (File No. 333-297085) (the "Registration Statement"), AMR Resources Sponsors LLC (the "Sponsor") acquired from AMR Resources Acquisition Corp's (the "Issuer") 447,500 units (the "Private Placement Units") in a private placement for an aggregate purchase price of $4,470,500. Each Private Placement Unit has an offering price of $10.00 and consists of one Class A ordinary share and one-half of one redeemable warrant.
  2. F2. The Sponsor is the record holder of such shares. The managing member of the Sponsor is Mr. Frank Kristan. Mr. Kristan holds voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. As such, Mr. Kristan may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Kristan disclaims any beneficial ownership except to the extent of his pecuniary interest therein.
  3. F3. The warrants included in the Private Placement Units will become exercisable 30 days after the completion of the Issuer's initial business combination and will expire five years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation.
Private Placement Units Acquired 447,500 units Units purchased by AMR Resources Sponsor LLC in connection with IPO upsizing
Aggregate Purchase Price $4,470,500 Total paid by the sponsor for 447,500 private placement units
Class A Ordinary Shares Acquired 447,500 shares Shares included in the private placement units acquired on 2026-07-16
Warrants Acquired 223,750 warrants Redeemable warrants included in the private placement units
Unit Price $10.00 per unit Offering price of each private placement unit
Warrant Exercise Price $11.50 per share Exercise price for each warrant to purchase a Class A ordinary share
Warrant Exercisability 30 days after business combination Start of warrants’ exercisability after initial business combination
Warrant Term 5 years after business combination Warrants expire five years after completion of initial business combination
Private Placement Units financial
"447,500 units (the "Private Placement Units") in a private placement"
redeemable warrant financial
"consists of one Class A ordinary share and one-half of one redeemable warrant"
A redeemable warrant is a financial tool that gives its holder the right to buy shares of a company at a fixed price within a certain period. If the holder chooses to do so, the company can buy back or cancel the warrant before it expires, often to encourage investment or manage share issuance. For investors, it provides an option to potentially buy shares at a favorable price while offering some flexibility for the issuing company.
initial business combination financial
"30 days after the completion of the Issuer's initial business combination"
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
beneficial ownership financial
"Mr. Kristan may be deemed to have beneficial ownership of the securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

What insider transaction did AMR Resources Acquisition Corp. (AMACU) report on this Form 4?

AMR Resources Sponsor LLC reported acquiring 447,500 Class A ordinary shares and 223,750 warrants of AMR Resources Acquisition Corp. on 2026-07-16 through private placement units related to the IPO upsizing for a total purchase price of $4,470,500.

How many AMACU private placement units and shares were acquired, and at what price?

The sponsor acquired 447,500 private placement units, each priced at $10.00, for an aggregate $4,470,500. Each unit consists of one Class A ordinary share and one-half of one redeemable warrant, resulting in 447,500 shares and 223,750 warrants held.

What are the key terms of the AMACU warrants acquired in this Form 4 filing?

The sponsor received 223,750 warrants, each exercisable at $11.50 per Class A share. These warrants become exercisable 30 days after completion of AMR Resources Acquisition Corp.’s initial business combination and expire five years after that business combination, or earlier upon redemption or liquidation.

Who is considered the beneficial owner of the AMACU securities held by AMR Resources Sponsor LLC?

AMR Resources Sponsor LLC is the record holder. Kristan Frank Jozef, as managing member of the sponsor, has voting and investment discretion and may be deemed to have beneficial ownership, but he disclaims beneficial ownership except to the extent of his pecuniary interest.

Were the AMACU insider transactions made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not marked, and the footnotes do not reference any pre-arranged trading plan. The transactions are described as acquisitions of private placement units in connection with the IPO upsizing.

What is the relationship between the AMACU IPO upsizing and this Form 4 transaction?

In connection with the IPO’s upsizing, AMR Resources Sponsor LLC acquired 447,500 private placement units of AMR Resources Acquisition Corp. for $4,470,500. Each unit includes one Class A share and one-half of one redeemable warrant, reflecting sponsor participation linked to the larger IPO size.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
AMR Resources Sponsor LLC

(Last)(First)(Middle)
C/O AMR RESOURCES ACQUISITION CORP
71 FORT STREET, PO BOX 500

(Street)
GRAND CAYMANKY1-1106

(City)(State)(Zip)

CAYMAN ISLANDS

(Country)
2. Issuer Name and Ticker or Trading Symbol
AMR Resources Acquisition Corp. [ AMAC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Ordinary Shares07/16/2026A(1)447,500A$10447,500D(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrants to purchase Class A Ordinary Shares$11.507/16/2026A(1)223,750 (3) (3)Class A Ordinary Shares223,750(3)223,750D(2)
1. Name and Address of Reporting Person*
AMR Resources Sponsor LLC

(Last)(First)(Middle)
C/O AMR RESOURCES ACQUISITION CORP
71 FORT STREET, PO BOX 500

(Street)
GRAND CAYMANKY1-1106

(City)(State)(Zip)

CAYMAN ISLANDS

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Kristan Frank Jozef

(Last)(First)(Middle)
C/O AMR RESOURCES ACQUISITION CORP
71 FORT STREET, PO BOX 500

(Street)
GRAND CAYMANKY1-1106

(City)(State)(Zip)

CAYMAN ISLANDS

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. In connection with the upsizing of the initial public offering (the "IPO"), as described in the registration statement on Form S-1 (File No. 333-297085) (the "Registration Statement"), AMR Resources Sponsors LLC (the "Sponsor") acquired from AMR Resources Acquisition Corp's (the "Issuer") 447,500 units (the "Private Placement Units") in a private placement for an aggregate purchase price of $4,470,500. Each Private Placement Unit has an offering price of $10.00 and consists of one Class A ordinary share and one-half of one redeemable warrant.
2. The Sponsor is the record holder of such shares. The managing member of the Sponsor is Mr. Frank Kristan. Mr. Kristan holds voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. As such, Mr. Kristan may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Kristan disclaims any beneficial ownership except to the extent of his pecuniary interest therein.
3. The warrants included in the Private Placement Units will become exercisable 30 days after the completion of the Issuer's initial business combination and will expire five years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation.
/s/ Michael Blankenship, Attorney-in-Fact07/20/2026
/s/ Michael Blankenship, Attorney-in-Fact07/20/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)