W. R. Berkley (FACT) reports 6.2% beneficial stake in FACT II Acquisition

Rhea-AI Filing Summary

W. R. Berkley Corporation reported beneficial ownership of 1,153,140 Class A ordinary shares of FACT II Acquisition Corp., representing 6.2% of the class. The securities are Class A ordinary shares with a par value of $0.0001 per share.

W. R. Berkley and its subsidiary Berkley Insurance Company each report shared voting and dispositive power over the same 1,153,140 shares and no sole voting or dispositive power. Berkley Insurance Company is identified as the subsidiary through which the securities were acquired, as referenced in Exhibit 99.1. The filing is signed by Richard M. Baio in his capacities as Executive Vice President, Chief Financial Officer, and Treasurer.

Key Figures

Shares beneficially owned: 1,153,140 shares Percent of class: 6.2% Shared voting power: 1,153,140 shares +2 more

5 metrics

Shares beneficially owned 1,153,140 shares Class A ordinary shares of FACT II Acquisition Corp. reported by W. R. Berkley Corporation

Percent of class 6.2% Percentage of FACT II Acquisition Corp. Class A ordinary shares held beneficially

Shared voting power 1,153,140 shares Shares over which W. R. Berkley and Berkley Insurance Company share voting power

Shared dispositive power 1,153,140 shares Shares over which W. R. Berkley and Berkley Insurance Company share dispositive power

Par value per share $0.0001 per share Par value of FACT II Acquisition Corp. Class A ordinary shares

Key Terms

beneficial ownership, shared voting power, shared dispositive power, parent holding company, +1 more

5 terms

beneficial ownership financial

"Item 4. | Ownership (a) | Amount beneficially owned: 1,153,140"

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.

shared voting power financial

"Shared Voting Power 1,153,140.00 7 | Sole Dispositive Power 0.00 8 | Shared Dispositive Power"

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 Voting Power 1,153,140.00 7 | Sole Dispositive Power 0.00 8 | Shared Dispositive Power"

parent holding company regulatory

"If a parent holding company has filed this schedule, pursuant to (ii)(G), so indicate"

Schedule 13G regulatory

"Identification and Classification of the Subsidiary Which Acquired the Security Being Reported"

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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/06/2026 - 08:40 AM Accepted by SEC EDGAR 08/06/2026 - 08:39 AM Learn about SEC filing dates

FAQ

How many FACT (FACT II Acquisition Corp.) shares does W. R. Berkley own?

W. R. Berkley Corporation reports beneficial ownership of 1,153,140 Class A ordinary shares of FACT II Acquisition Corp. This stake represents a 6.2% interest in the outstanding Class A ordinary shares.

What percentage of FACT Class A shares does W. R. Berkley hold?

W. R. Berkley Corporation reports holding 6.2% of FACT II Acquisition Corp.’s Class A ordinary shares. This percentage is based on 1,153,140 shares over which it has shared voting and dispositive power.

Who has voting and dispositive power over FACT shares held by W. R. Berkley?

W. R. Berkley and Berkley Insurance Company have shared voting power over 1,153,140 shares and shared dispositive power over 1,153,140 shares, with no sole voting or dispositive power reported for this position.

Which subsidiary of W. R. Berkley acquired the FACT shares?

The shares were acquired through Berkley Insurance Company, a Delaware subsidiary of W. R. Berkley Corporation. The subsidiary is identified under Item 7 and further referenced in Exhibit 99.1 to the Schedule 13G.

What securities of FACT II Acquisition Corp. are reported in this Schedule 13G?

The filing covers Class A ordinary shares of FACT II Acquisition Corp. with a par value of $0.0001 per share, identified by CUSIP G32901103, beneficially owned by W. R. Berkley and its subsidiary.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

FACT II Acquisition Corp.

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G32901103

(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): G32901103

1

Names of Reporting Persons

W. R. Berkley Corporation

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 1,153,140.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,153,140.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,153,140.00

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)

6.2 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

CUSIP Number(s): G32901103

1

Names of Reporting Persons

Berkley Insurance Company

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 1,153,140.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,153,140.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,153,140.00

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)

6.2 %

12

Type of Reporting Person (See Instructions)

CO, IC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: FACT II Acquisition Corp.
(b)	Address of issuer's principal executive offices: 14 Wall Street, 20th Floor, New York, New York, 10005
Item 2.
(a)	Name of person filing: W. R. Berkley Corporation
(b)	Address or principal business office or, if none, residence: 475 Steamboat Road Greenwich, CT 06830
(c)	Citizenship: US
(d)	Title of class of securities: Class A ordinary shares, par value $0.0001 per share
(e)	CUSIP Number(s): G32901103
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: 1,153,140
(b)	Percent of class: 6.2 %
(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: 1,153,140
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 1,153,140
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.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit 99.1
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.

W. R. Berkley Corporation

Signature:	/s/ Richard M. Baio
Name/Title:	Richard M. Baio/Executive Vice President and Chief Financial Officer
Date:	08/05/2026

Berkley Insurance Company

Signature:	/s/ Richard M. Baio
Name/Title:	Richard M. Baio/Executive Vice President and Treasurer
Date:	08/05/2026