StoneBridge Acquisition II Corp (APAC) awards 25,000 Class B shares

Rhea-AI Filing Summary

StoneBridge Acquisition II Corp

02/06/2026 - 07:40 PM

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

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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^*

Huffman Joel David

(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		10% Owner
	Officer (give title below)		Other (specify below)

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	(1)	02/05/2026		A		25,000		(1)	(1)	Class A Ordinary Shares	25,000	(1)	25,000	D

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 25,000 Class B Ordinary Shares of the Issuer to Joel Huffman for his service as a member 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, to Joel Huffman. 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.

	/s/ Joel D. Huffman	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).
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FAQ

What does StoneBridge Acquisition II Corp (APAC) report in this Form 4?

StoneBridge Acquisition II Corp reports an equity grant of 25,000 Class B Ordinary Shares to director Joel D. Huffman. The award compensates him for service on the board and its committees and was approved by the company’s board of directors effective February 5, 2026.

How many shares did Joel D. Huffman receive from StoneBridge Acquisition II Corp (APAC)?

Joel D. Huffman received 25,000 Class B Ordinary Shares of StoneBridge Acquisition II Corp. These shares were transferred from the company’s sponsor, StoneBridge Acquisition Sponsor II LLC, as an equity grant approved by the board in recognition of his service on the board and its committees.

What are the key terms of the Class B Ordinary Shares granted by APAC?

The 25,000 Class B Ordinary Shares granted to Joel D. Huffman will automatically convert into 25,000 Class A Ordinary Shares at the time of StoneBridge Acquisition II Corp’s initial business combination, on a one-for-one basis, subject to certain adjustments, and they have no expiration date.

Who provided the shares granted to Joel D. Huffman by StoneBridge Acquisition II Corp (APAC)?

The Class B Ordinary Shares granted to Joel D. Huffman were transferred by StoneBridge Acquisition Sponsor II LLC, the company’s sponsor. The transfer followed board approval of the equity grant for his service as a member of the board and its committees, effective February 5, 2026.

Is the equity grant to Joel D. Huffman in APAC a purchase or a transfer?

The equity grant to Joel D. Huffman is a transfer, not a purchase. StoneBridge Acquisition II Corp’s sponsor, StoneBridge Acquisition Sponsor II LLC, transferred 25,000 Class B Ordinary Shares to him following board approval as compensation for his service on the board and its committees.

When will Joel D. Huffman’s Class B shares in APAC convert to Class A shares?

Joel D. Huffman’s 25,000 Class B Ordinary Shares will automatically convert into 25,000 Class A Ordinary Shares at the time of StoneBridge Acquisition II Corp’s initial business combination. The conversion is on a one-for-one basis, subject to certain adjustments, with no expiration date.