APAC CFO-linked entity acquires 100,000 Class B shares

StoneBridge Acquisition II Corp insider filing shows an indirect change in sponsor-held shares.

Rhea-AI Filing Summary

StoneBridge Acquisition II Corp insider filing shows an indirect change in sponsor-held shares. An entity associated with Chief Financial Officer and director Antony Prabhu is reported as indirectly acquiring 100,000 Class B Ordinary Shares on February 5, 2026 at a price of $0.00 per share.

After this transaction, 991,667 Class B Ordinary Shares are beneficially owned indirectly. These Class B shares automatically convert into an equal number of Class A Ordinary Shares at the time of the company’s initial business combination on a one-for-one basis, subject to adjustments and with no expiration date.

Insider Trade Summary

Grant/Award: 100,000 shares

Grant/Award 1 txn

Insider Antony Prabhu

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Class B Ordinary Shares	100,000	$0.00	$0.00

Holdings After Transaction: Class B Ordinary Shares — 991,667 contracts (Indirect, See footnote)

Footnotes (2)

1. F1. On, and effective, February 5, 2026, the board of directors (the "Board") of StoneBridge Acquisition II Corporation (the "Issuer") approved an equity grant of 100,000 Class B Ordinary Shares of the Issuer to four independent members of the Board for their respective services as members of the Board and committees of the Board. The Class B Shares were transferred by and from the Issuer's sponsor, StoneBridge Acquisition Sponsor II LLC (the "Sponsor"), to the four independent members of the Board. The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments and have no expiration date.
2. F2. The shares were, and are, as applicable, directly held by the Sponsor. The reporting person is a member of BP SPAC Sponsor II LLC, the sole managing member of the Sponsor. As such, the reporting person has voting and investment discretion with respect to the ordinary shares held of record by the Sponsor and may be deemed to have shared beneficial ownership of the ordinary shares held directly by the Sponsor. The reporting person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

FAQ

What did the APAC Form 4 filed by Antony Prabhu report?

The Form 4 reports an indirect acquisition of 100,000 Class B Ordinary Shares on February 5, 2026 at $0.00 per share, held through an entity associated with StoneBridge Acquisition II Corp’s Chief Financial Officer and director, Antony Prabhu.

How many APAC shares are indirectly owned after the reported transaction?

Following the reported transaction, an entity associated with Antony Prabhu indirectly beneficially owns 991,667 Class B Ordinary Shares. These are held through the sponsor structure and reflect Prabhu’s shared voting and investment discretion as disclosed in the footnotes.

How do APAC Class B Ordinary Shares convert into Class A shares?

Class B Ordinary Shares automatically convert into Class A Ordinary Shares on a one-for-one basis at the time of StoneBridge Acquisition II Corp’s initial business combination, subject to certain adjustments, and the Class B shares have no expiration date.

Who actually holds the APAC Class B shares reported on the Form 4?

The filing explains the shares are directly held by StoneBridge Acquisition Sponsor II LLC. Antony Prabhu is a member of BP SPAC Sponsor II LLC, the sponsor’s sole managing member, and may be deemed to share beneficial ownership through his voting and investment discretion.

What beneficial ownership disclaimer does Antony Prabhu make in the APAC filing?

The filing states that Antony Prabhu disclaims beneficial ownership of the reported shares, except to the extent of any pecuniary interest he may have, directly or indirectly. This clarifies that economic interest, not full personal ownership, is being acknowledged.

How are APAC board members involved in the 100,000 Class B share grant?

The board approved an equity grant of 100,000 Class B Ordinary Shares to four independent directors for their board and committee service. These Class B shares were transferred by the sponsor to those independent board members, aligning their compensation with equity interests.

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Accepted by SEC EDGAR 02/06/2026 - 07:50 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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^*

Antony Prabhu

(Last) (First) (Middle)

ONE WORLD TRADE CENTER, SUITE 8500

(Street)

NEW YORK NY 10007

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
StoneBridge Acquisition II Corp [ APAC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Ordinary Shares(2)	(1)	02/05/2026		A			100,000	(1)	(1)	Class A Ordinary Shares	100,000	(1)	991,667(2)	I	See footnote(2)

Explanation of Responses:

1. On, and effective, February 5, 2026, the board of directors (the "Board") of StoneBridge Acquisition II Corporation (the "Issuer") approved an equity grant of 100,000 Class B Ordinary Shares of the Issuer to four independent members of the Board for their respective services as members of the Board and committees of the Board. The Class B Shares were transferred by and from the Issuer's sponsor, StoneBridge Acquisition Sponsor II LLC (the "Sponsor"), to the four independent members of the Board. The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments and have no expiration date.

2. The shares were, and are, as applicable, directly held by the Sponsor. The reporting person is a member of BP SPAC Sponsor II LLC, the sole managing member of the Sponsor. As such, the reporting person has voting and investment discretion with respect to the ordinary shares held of record by the Sponsor and may be deemed to have shared beneficial ownership of the ordinary shares held directly by the Sponsor. The reporting person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

	/s/ Prabhu Antony	02/06/2026
	** Signature of Reporting Person	Date
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.