ETSS (NYSE: ETSS) director discloses 25,000 Class B shares convertible to Class A

Rhea-AI Filing Summary

Energy Transition Special Opportunities director Sheryl Tina Schwartz reported her initial holdings on a Form 3. She directly holds 25,000 Class B ordinary shares that are convertible into 25,000 Class A ordinary shares. These Class B shares will automatically convert on a one-for-one basis when the company completes its initial business combination, or earlier at her option, as described in the company’s S-1 registration statement.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Schwartz Sheryl Tina

Role null

Type	Security	Shares	Price	Value
holding	Class B Ordinary Shares	--	--	--

Holdings After Transaction: Class B Ordinary Shares — 25,000 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Class B ordinary shares held: 25,000 shares Underlying Class A shares: 25,000 shares Conversion exercise price: $0.0000 per share

3 metrics

Class B ordinary shares held 25,000 shares Direct holdings reported on Form 3

Underlying Class A shares 25,000 shares One-for-one conversion from Class B

Conversion exercise price $0.0000 per share Conversion of Class B into Class A

Key Terms

Class B ordinary shares, Class A ordinary shares, initial business combination, Registration Statement on Form S-1

4 terms

Class B ordinary shares financial

"Represents Class B ordinary shares which will automatically convert into Class A ordinary shares"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

Class A ordinary shares financial

"automatically convert into Class A ordinary shares concurrently with or immediately following"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

initial business combination financial

"immediately following the consummation of the initial business combination of Energy Transition Special Opportunities"

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.

Registration Statement on Form S-1 regulatory

"as described in the Registration Statement on Form S-1 (File No. 333-290458)"

A registration statement on Form S-1 is a detailed filing a company submits to the U.S. securities regulator to register new shares for public sale; it includes a plain-language prospectus, financial statements, business description and risk factors. For investors it matters because it provides the official, comprehensive blueprint of the offering — like an owner’s manual — allowing buyers to assess risks, inspect financial health and compare valuation before deciding to invest.

Understanding Insider Trading Forms →

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Schwartz Sheryl Tina

(Last) (First) (Middle)

C/O ENERGY TRANSITION SPECIAL

OPPORTUNITIES 71 ORCHARD PL, UNIT 1

(Street)

GREENWICH CONNECTICUT 06830

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
05/14/2026

3. Issuer Name and Ticker or Trading Symbol
Energy Transition Special Opportunities [ ETSS ]

3a. Foreign Trading Symbol

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

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

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

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Ordinary Shares	(1)	(1)	Class A ordinary shares	25,000(1)	(1)	D

Explanation of Responses:

1. Represents Class B ordinary shares which will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the initial business combination of Energy Transition Special Opportunities, or earlier at the option of the holder on a one-for-one basis, subject to adjustment, as described in the Registration Statement on Form S-1 (File No. 333-290458) related to the Issuer's initial public offering.

Remarks:

See Exhibit 24.1 - Power of Attorney

	/s/ Tricia Branker, as Attorney-in-Fact	05/14/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does ETSS director Sheryl Tina Schwartz report on this Form 3?

She reports her initial beneficial ownership in 25,000 Class B ordinary shares of Energy Transition Special Opportunities. These shares are disclosed as part of her holdings as a director of the company.

How many ETSS Class B ordinary shares does the director hold?

She holds 25,000 Class B ordinary shares. According to the filing, these Class B shares are currently directly owned and are linked to an equal number of underlying Class A ordinary shares.

How do ETSS Class B ordinary shares convert into Class A ordinary shares?

The Class B ordinary shares automatically convert one-for-one into Class A ordinary shares concurrently with or immediately following the consummation of the initial business combination, or earlier at the holder’s option, subject to adjustment.

Is there an exercise price for the ETSS Class B to Class A share conversion?

The filing lists an exercise price of 0.0000 for the Class B ordinary shares. This indicates the Class B shares convert into Class A ordinary shares without additional cash payment by the holder.

When will the ETSS Class B shares held by the director likely convert?

The Class B shares will convert into Class A shares concurrently with or immediately following the company’s initial business combination, or earlier at the holder’s option, as described in the S-1 registration statement.

Does this ETSS Form 3 show any recent buy or sell transactions?

No recent buy or sell transactions are shown. The Form 3 primarily records existing holdings of 25,000 Class B ordinary shares and their automatic conversion terms into Class A ordinary shares.