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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
July 2, 2026
EQV Ventures Acquisition Corp. II
(Exact name of registrant as specified in its
charter)
| Cayman Islands |
|
001-42729 |
|
98-1810179 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
|
1090 Center Drive
Park City, Utah |
|
84098 |
| (Address of principal executive offices) |
|
(Zip Code) |
(405) 870-3781
(Registrant’s telephone number, including
area code)
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Units, each consisting of one Class A ordinary share, $0.0001 par value per share, and one-third of one redeemable warrant |
|
EVAC
U |
|
New York Stock Exchange |
| Class A ordinary shares, par value $0.0001 per share |
|
EVAC |
|
New York Stock Exchange |
| Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share |
|
EVAC
WS |
|
New York Stock Exchange |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☒
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Item 5.02. Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 2, 2026, board of
directors (the “Board”) of EQV Ventures Acquisition Corp. II (the “Company”) appointed Derek Rush as a member
of the Board, increasing the total number of members currently serving on the Board to seven. Mr. Rush has been appointed to the audit
committee of the Board. The Board has determined that Mr. Rush is an “independent director” as defined in the New York Stock
Exchange listing standards and applicable rules of the U.S. Securities and Exchange Commission. There are no arrangements or understandings
between Mr. Rush and any other persons or entities pursuant to which he was appointed as a director. Mr. Rush is not party to any transaction
with the Company that would require disclosure under Item 404(a) of Regulation S-K. Mr. Rush has not received any compensation from the
Company in connection with his appointment or service on the Board or on any committee of the Board.
On July 2, 2026, the Company
entered into an indemnification agreement with Mr. Rush that requires the Company to indemnify Mr. Rush to the fullest extent permitted
by applicable law and to advance expenses incurred as a result of any proceeding against him as to which he could be indemnified. The
foregoing summary of the indemnification agreement does not purport to be complete and is subject to, and qualified in its entirety by,
the full text of the form of indemnification agreement, included as Exhibit 10.1 to this Current Report on Form 8-K and incorporated in
this Item 5.02 by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 10.1 |
|
Form of Indemnification Agreement (incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form S-1, as amended (File No. 333-287926), filed on June 10, 2025) |
| 104 |
|
Cover Page Interactive Data File (embedded within the inline XBRL document) |
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| Dated: July 9, 2026 |
EQV VENTURES ACQUISITION CORP. II |
| |
|
| |
By: |
/s/ Tyson Taylor |
| |
Name: |
Tyson Taylor |
| |
Title: |
President and Chief Financial Officer |