Glazer Capital (BREZ) files Schedule 13G for 6.37% Breeze Acquisition stake

Rhea-AI Filing Summary

Breeze Acquisition Corp. II has a significant shareholder group filing as passive investors. Glazer Capital, LLC and its managing member, Paul J. Glazer, report beneficial ownership of 922,196 ordinary shares of Breeze Acquisition Corp. II, representing 6.37% of the outstanding class.

The shares are held by funds and managed accounts for which Glazer Capital acts as investment manager, including Glazer Capital Enhanced Master Fund, Ltd., which has the right to receive or direct the proceeds from the sale of more than 5% of the outstanding common stock. Voting and dispositive powers over all reported shares are described as shared, with no sole voting or dispositive power reported.

Key Figures

Shares beneficially owned: 922,196 shares Percent of class: 6.37% Shared voting power: 922,196 shares +3 more

6 metrics

Shares beneficially owned 922,196 shares Ordinary shares of Breeze Acquisition Corp. II reported by Glazer Capital and Paul J. Glazer

Percent of class 6.37% Portion of Breeze Acquisition Corp. II’s ordinary shares reported as beneficially owned

Shared voting power 922,196 shares Shares over which the reporting persons have shared power to vote or direct the vote

Shared dispositive power 922,196 shares Shares over which the reporting persons have shared power to dispose or direct disposition

Sole voting power 0 shares Shares over which the reporting persons have sole power to vote or direct the vote

Sole dispositive power 0 shares Shares over which the reporting persons have sole power to dispose or direct disposition

Key Terms

Schedule 13G, beneficial owner, shared voting power, shared dispositive power, +1 more

5 terms

Schedule 13G regulatory

"Glazer Capital Enhanced Master Fund, Ltd., a Glazer Fund, has the right"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

beneficial owner regulatory

"not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

shared voting power financial

"Shared Voting Power 922,196.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Shared Dispositive Power 922,196.00"

investment manager financial

"managed accounts to which Glazer Capital serves as investment manager"

FAQ

What percentage of Breeze Acquisition Corp. II (BREZ) does Glazer Capital own?

Glazer Capital and related entities report beneficial ownership of 6.37% of Breeze Acquisition Corp. II’s ordinary shares, representing 922,196 shares. This stake is large enough to trigger a Schedule 13G filing as a significant but passive holder.

How many Breeze Acquisition Corp. II (BREZ) shares does Glazer Capital report?

Glazer Capital and Paul J. Glazer report beneficial ownership of 922,196 ordinary shares of Breeze Acquisition Corp. II. These shares are held through various funds and managed accounts for which Glazer Capital serves as investment manager.

What voting power does Glazer Capital have over BREZ shares?

The reporting persons state they have 0 shares with sole voting power and 922,196 shares with shared voting power. They also report shared dispositive power over the same 922,196 shares, indicating decisions are made jointly for these holdings.

Who are the reporting persons in the Breeze Acquisition Corp. II (BREZ) Schedule 13G?

The Schedule 13G is filed by Glazer Capital, LLC, a Delaware limited liability company, and Paul J. Glazer, its Managing Member. They file with respect to shares held by funds and managed accounts advised by Glazer Capital.

Which Glazer fund holds more than 5% of Breeze Acquisition Corp. II (BREZ)?

The filing states that Glazer Capital Enhanced Master Fund, Ltd. has the right to receive or direct the receipt of proceeds from the sale of more than 5% of Breeze Acquisition Corp. II’s outstanding common stock, through its holdings managed by Glazer Capital.

Does Paul J. Glazer claim beneficial ownership of BREZ shares personally?

Paul J. Glazer reports on the shares as Managing Member of Glazer Capital but the filing notes it should not be construed as an admission that any reporting person is the beneficial owner for Section 13 purposes of all shares reported.

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Available on EDGAR 08/13/2026 - 05:11 PM Accepted by SEC EDGAR 08/13/2026 - 05:10 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

BREEZE ACQUISITION CORP. II

(Name of Issuer)

Ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G13227106

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): G13227106

1

Names of Reporting Persons

Glazer Capital, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 922,196.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 922,196.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

922,196.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.37 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP Number(s): G13227106

1

Names of Reporting Persons

Paul J. Glazer

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 922,196.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 922,196.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

922,196.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.37 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: BREEZE ACQUISITION CORP. II
(b)	Address of issuer's principal executive offices: 955 W. John Carpenter Fwy., Suite 100-929, Irving, Texas 75039
Item 2.
(a)	Name of person filing: This statement is filed by: (i) Glazer Capital, LLC, a Delaware limited liability company ("Glazer Capital"), with respect to the shares of Common Stock (as defined in Item 2(d)) held by certain funds and managed accounts to which Glazer Capital serves as investment manager (collectively, the "Glazer Funds"); and (ii) Mr. Paul J. Glazer ("Mr. Glazer"), who serves as the Managing Member of Glazer Capital, with respect to the shares of Common Stock held by the Glazer Funds. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock (as defined in Item 2(d)) reported herein.
(b)	Address or principal business office or, if none, residence: The address of the business office of each of the Reporting Persons is 250 West 55th Street, Suite 30A, New York, New York 10019.
(c)	Citizenship: Glazer Capital is a Delaware limited liability company. Mr. Glazer is a United States citizen.
(d)	Title of class of securities: Ordinary shares, par value $0.0001 per share
(e)	CUSIP Number(s): G13227106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 922,196
(b)	Percent of class: 6.37%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 922,196
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 922,196
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. See Item 2. Glazer Capital Enhanced Master Fund, Ltd., a Glazer Fund, has the right to receive or the power to direct the receipt of the proceeds from the sale of more than 5% of the shares of Common Stock outstanding.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Glazer Capital, LLC

Signature:	Paul J. Glazer
Name/Title:	Paul J. Glazer, Managing Member
Date:	08/13/2026

Paul J. Glazer

Signature:	Paul J. Glazer
Name/Title:	Paul J. Glazer
Date:	08/13/2026