STOCK TITAN

AmperCap (APMCU) sponsor buys units, amends filing on 1.15M founder shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

AmperCap Acquisition Co’s sponsor, AmperSPAC LLC, reported updated ownership activity in its Form 4/A. The sponsor purchased 247,500 Issuer private placement units at $10 per unit, each unit including one ordinary share and one right to receive one-tenth of an ordinary share upon the initial business combination.

The amendment also records a prior private transfer of 1,147,500 founder shares from the sponsor to third-party investors for about $5,987, or roughly $0.005 per share. After these transactions, the sponsor holds 3,644,167 ordinary shares and 247,500 rights, with managing members Harish Dadoo Gonzalez and Alberto Gutierrez Pier potentially deemed beneficial owners through the sponsor subject to their pecuniary interests.

Positive

  • None.

Negative

  • None.

Insights

Sponsor records a unit purchase and founder-share transfer; overall a routine SPAC ownership update.

The filing shows AmperSPAC LLC buying 247,500 private placement units at $10 each, adding ordinary shares plus rights that can convert into 24,750 ordinary shares after the initial business combination. This is standard sponsor participation alongside a SPAC IPO.

It also clarifies a prior transfer of 1,147,500 founder shares to third-party investors for about $5,987. That extremely low per-share price reflects typical SPAC founder economics rather than a market signal. Dadoo Gonzalez and Gutierrez Pier’s potential beneficial ownership is indirect, through their roles in the sponsor.

Insider AmperSPAC LLC, Dadoo Gonzalez Harish, Gutierrez Pier Alberto
Role null | Co-CEO, CFO | Co-CEO
Bought 495,000 shs ($2.48M)
Type Security Shares Price Value
Purchase Rights to receive ordinary shares 247,500 $0.00 --
Other Ordinary Shares 1,147,500 $0.00 --
Purchase Ordinary Shares 247,500 $10.00 $2.48M
Holdings After Transaction: Rights to receive ordinary shares — 247,500 shares (Direct, null); Ordinary Shares — 3,644,167 shares (Direct, null)
Footnotes (1)
  1. Reflects the 1,147,500 founder shares of AmperCap Acquisition Company (the "Issuer") privately transferred by AmperSPAC LLC ("Sponsor") to third-party investors in connection with such third-party investors' purchase of Issuer private placement units, for an aggregate consideration of approximately $5,987, or approximately $0.005 per share. The Sponsor is the record holder of the shares reported herein. Harish Dadoo Gonzalez and Alberto Gutierrez Pier are the managing members of the Sponsor and hold voting and investment discretion with respect to the securities held by the Sponsor. As such, Harish Dadoo Gonzalez and Alberto Gutierrez Pier may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Dadoo Gonzalez and Mr. Gutierrez Pier disclaim any beneficial ownership except to the extent of their pecuniary interest therein. Reflects (i) 247,500 ordinary shares of the Issuer that are included in the 247,500 Issuer private placement units purchased by the Sponsor. Each private placement unit was purchased for $10 per unit and consists of one ordinary share and one right to receive one-tenth (1/10) of one ordinary share upon consummation of the Issuer's initial business combination; and (ii) 3,644,167 ordinary shares, as described under the heading "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-294363), as reported in the first row of Table I of this Form 4/A. Represents the 24,750 ordinary shares, which may be acquired by Sponsor upon the conversion of 247,500 rights (included in the Sponsor's private placement units) upon consummation of the Issuer's initial business combination. As described in the Issuer's Registration Statement under the heading "Description of Securities - Share Rights," each right will automatically convert into one-tenth (1/10) of one ordinary share upon consummation of the Issuer's initial business combination, subject to certain adjustments described therein. No fractional ordinary shares will be issued upon conversion of such rights. This Form 4/A is being filed to amend the Form 4 originally filed by the reporting person on June 8, 2026 to (i) include the 1,147,500 founder shares the reporting person privately transferred to third-party investors in connection with the Issuer's private placement of units contemporaneously with the Issuer's initial public offering, as reported in the second row of Table I of this Form 4/A, which was inadvertently omitted from the original filing, and (ii) include in Column 5 of Table I the ordinary shares received by the reporting person as founder shares prior to the Issuer's initial public offering, as described under the heading "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-294363).
Private placement units purchased 247,500 units at $10 each Sponsor purchase of Issuer private placement units
Founder shares transferred 1,147,500 shares Private transfer by sponsor to third-party investors
Consideration for founder shares $5,987 aggregate Approximate total paid by third-party investors
Sponsor ordinary shares after transactions 3,644,167 shares Ordinary shares held of record by AmperSPAC LLC
Rights held by sponsor 247,500 rights Rights included in private placement units
Ordinary shares underlying rights 24,750 shares One-tenth share per right upon business combination
founder shares financial
"Reflects the 1,147,500 founder shares of AmperCap Acquisition Company privately transferred..."
Founder shares are the ownership stakes given to the people who start a company, often with extra voting power or protections compared with ordinary shares. For investors, they matter because founders’ control and incentives influence decisions about strategy, hiring, and whether the company sells or stays independent — like a family that keeps majority voting rights in a household decision. High founder ownership can mean stable leadership but also a risk that outside shareholders have less influence.
private placement units financial
"third-party investors' purchase of Issuer private placement units, for an aggregate consideration..."
rights to receive ordinary shares financial
"Rights to receive ordinary shares"
initial business combination financial
"upon consummation 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
"may be deemed to have beneficial ownership of the securities held of record by the Sponsor"
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.
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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*
AmperSPAC LLC

(Last)(First)(Middle)
C/O AMPERCAP ACQUISITION COMPANY
12 EAST 49TH STREET 18TH FLOOR

(Street)
NEW YORK NEW YORK 10017

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
AmperCap Acquisition Co [ APMC ]
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)
06/04/2026
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)
06/08/2026
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
Ordinary Shares06/04/2026J1,147,500(1)D(1)3,644,167(1)(5)D(2)
Ordinary Shares06/04/2026P247,500(3)A$103,891,667(5)D(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
Rights to receive ordinary shares(3)06/04/2026P247,500(3) (4) (4)Ordinary Shares24,750(4)(3)247,500(3)D(2)
1. Name and Address of Reporting Person*
AmperSPAC LLC

(Last)(First)(Middle)
C/O AMPERCAP ACQUISITION COMPANY
12 EAST 49TH STREET 18TH FLOOR

(Street)
NEW YORK NEW YORK 10017

(City)(State)(Zip)

UNITED STATES

(Country)

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

(Last)(First)(Middle)
C/O AMPERCAP ACQUISITION COMPANY
12 EAST 49TH STREET 18TH FLOOR

(Street)
NEW YORK NEW YORK 10017

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Co-CEO, CFO
1. Name and Address of Reporting Person*
Gutierrez Pier Alberto

(Last)(First)(Middle)
C/O AMPERCAP ACQUISITION COMPANY
12 EAST 49TH STREET 18TH FLOOR

(Street)
NEW YORK NEW YORK 10017

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
XOfficer (give title below)XOther (specify below)
Co-CEOChairman
Explanation of Responses:
1. Reflects the 1,147,500 founder shares of AmperCap Acquisition Company (the "Issuer") privately transferred by AmperSPAC LLC ("Sponsor") to third-party investors in connection with such third-party investors' purchase of Issuer private placement units, for an aggregate consideration of approximately $5,987, or approximately $0.005 per share.
2. The Sponsor is the record holder of the shares reported herein. Harish Dadoo Gonzalez and Alberto Gutierrez Pier are the managing members of the Sponsor and hold voting and investment discretion with respect to the securities held by the Sponsor. As such, Harish Dadoo Gonzalez and Alberto Gutierrez Pier may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Dadoo Gonzalez and Mr. Gutierrez Pier disclaim any beneficial ownership except to the extent of their pecuniary interest therein.
3. Reflects (i) 247,500 ordinary shares of the Issuer that are included in the 247,500 Issuer private placement units purchased by the Sponsor. Each private placement unit was purchased for $10 per unit and consists of one ordinary share and one right to receive one-tenth (1/10) of one ordinary share upon consummation of the Issuer's initial business combination; and (ii) 3,644,167 ordinary shares, as described under the heading "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-294363), as reported in the first row of Table I of this Form 4/A.
4. Represents the 24,750 ordinary shares, which may be acquired by Sponsor upon the conversion of 247,500 rights (included in the Sponsor's private placement units) upon consummation of the Issuer's initial business combination. As described in the Issuer's Registration Statement under the heading "Description of Securities - Share Rights," each right will automatically convert into one-tenth (1/10) of one ordinary share upon consummation of the Issuer's initial business combination, subject to certain adjustments described therein. No fractional ordinary shares will be issued upon conversion of such rights.
5. This Form 4/A is being filed to amend the Form 4 originally filed by the reporting person on June 8, 2026 to (i) include the 1,147,500 founder shares the reporting person privately transferred to third-party investors in connection with the Issuer's private placement of units contemporaneously with the Issuer's initial public offering, as reported in the second row of Table I of this Form 4/A, which was inadvertently omitted from the original filing, and (ii) include in Column 5 of Table I the ordinary shares received by the reporting person as founder shares prior to the Issuer's initial public offering, as described under the heading "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-294363).
/s/ Harish Dadoo Gonzalez, Managing Member of AmperSPAC LLC06/12/2026
/s/ Harish Dadoo Gonzalez06/12/2026
/s/ Alberto Gutierrez Pier06/12/2026
** 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)

FAQ

What insider transactions were reported in AmperCap (APMCU) Form 4/A?

The Form 4/A reports AmperSPAC LLC buying 247,500 private placement units at $10 each and documenting a prior transfer of 1,147,500 founder shares to third-party investors for about $5,987, updating the sponsor’s recorded ownership position.

How many AmperCap (APMCU) founder shares were transferred to third-party investors?

AmperSPAC LLC transferred 1,147,500 founder shares to third-party investors. Footnotes state this occurred in connection with those investors purchasing private placement units, for aggregate consideration of approximately $5,987, implying a very low effective price of about $0.005 per share.

What did AmperSPAC LLC pay for its AmperCap (APMCU) private placement units?

AmperSPAC LLC purchased 247,500 Issuer private placement units for $10 per unit. Each unit consists of one ordinary share and one right to receive one-tenth of an ordinary share upon completion of AmperCap Acquisition Co’s initial business combination, subject to described adjustments.

How many AmperCap (APMCU) ordinary shares does the sponsor hold after these transactions?

After the recorded transactions, AmperSPAC LLC holds 3,644,167 ordinary shares of AmperCap Acquisition Co. This figure includes founder shares described under “Description of Securities – Founder Shares” in the company’s S-1 and reflected in Table I of the amended Form 4.

What rights to AmperCap (APMCU) ordinary shares does the sponsor hold?

AmperSPAC LLC holds 247,500 rights to receive ordinary shares, included in its private placement units. Each right converts into one-tenth of one ordinary share upon the SPAC’s initial business combination, so these rights together are convertible into 24,750 ordinary shares, with no fractional shares issued.

Why was AmperCap (APMCU) Form 4/A filed as an amendment?

The Form 4/A amends a June 8, 2026 filing to add the 1,147,500 founder shares privately transferred to third-party investors, which were omitted originally, and to include in Column 5 the founder shares previously received by the sponsor before the initial public offering.