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Empyrean Capital Partners, LP and Amos Meron report a significant ownership position in Churchill Capital Corp XII. They report beneficial ownership of 2,700,000 Class A Ordinary Shares, representing 6.47% of the class. All of these shares are held by Empyrean Capital Overseas Master Fund, Ltd., for which ECP serves as investment manager, and Meron is the managing member of the general partner of ECP.
The position is reported as shared voting and dispositive power over 2,700,000 shares and no sole power. The percentage is based on 41,750,000 Class A Ordinary Shares outstanding as of June 9, 2026. The reporting persons note that the filing should not, by itself, be construed as an admission of beneficial ownership by any one reporting person of shares held by another.
Churchill Capital Corp XII received a Schedule 13G from a Magnetar-managed group reporting a significant ownership position in its Class A ordinary shares. As of June 30, 2026, Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman together were deemed to beneficially own 2,700,000 Class A shares.
These shares are held across several Magnetar funds, and represent approximately 6.47% of Churchill Capital Corp XII’s outstanding Class A shares, based on 41,750,000 shares outstanding cited from the issuer’s Form 10‑Q. The reporting persons have shared voting and dispositive power over all 2,700,000 shares and no sole voting or dispositive power.
Churchill Capital Corp XII is a Cayman Islands-based blank check company formed to complete a Business Combination and has not yet identified a target. As of June 30, 2026, it reported total assets of $417.7 million, including $416.5 million in marketable securities and cash held in a Trust Account from its April 29, 2026 IPO and concurrent private placement.
The company sold 41,400,000 Public Units at $10.00 each for gross proceeds of $414.0 million and 350,000 Private Placement Units for $3.5 million. It recorded Class A ordinary shares subject to possible redemption of $415.5 million and a shareholders’ deficit of $14.9 million, driven mainly by remeasurement of redeemable shares and deferred underwriting fees of $17.0 million.
For the three and six months ended June 30, 2026, net income was $2.3 million and $2.2 million, respectively, primarily from $2.5 million of interest on Trust investments, partially offset by general and administrative expenses. Cash outside the Trust was $578,224 with working capital of $869,536
Adage Capital Management, L.P. and related parties report a significant ownership stake in Churchill Capital Corp XII (CXII). The group, including Adage Capital Management, L.P., and its managing members Robert Atchinson and Phillip Gross, reports beneficial ownership of 2,700,000 Class A Ordinary Shares of Churchill Capital Corp XII.
The filing states this represents 6.47% of the Class A Ordinary Shares outstanding, based on 41,750,000 shares outstanding as of June 9, 2026. Each reporting person has shared voting and dispositive power over 2,700,000 shares and no sole voting or dispositive power. The shares are held through Adage Capital Partners, L.P., with Adage Capital Management, L.P. acting as investment manager, and Atchinson and Gross reporting through their roles in related general partner entities.
Churchill Capital Corp XII appointed Paul D. Lapping as a director on July 13, 2026, effective immediately. He joins the compensation committee and the audit committee and becomes chairperson of the Audit Committee, replacing William Sherman as interim chair; Mr. Sherman will remain an Audit Committee member. Lapping will serve in the first class of directors, with his term expiring at the company’s first annual general meeting.
Lapping, age 63, manages Jakal Investments, LLC, which he founded in 2005, and Green Pastures Management, LLC, and has extensive SPAC board and executive experience. He signed a joinder to an April 27, 2026 letter agreement to waive certain redemption rights and vote any of his ordinary shares in favor of an initial business combination, and entered into a standard director indemnity agreement. On July 14, 2026, the company executed director agreements with Lapping and William Sherman, providing each with $75,000 per annum in cash compensation beginning August 1, 2026.