AQR Capital Management (FGII) discloses 4.19% beneficial stake in FG Imperii

Rhea-AI Filing Summary

AQR Capital Management, LLC, together with AQR Capital Management Holdings, LLC and AQR Arbitrage, LLC, reports beneficial ownership of 1,211,376 Ordinary Shares of FG Imperii Acquisition Corp. This represents 4.19% of the class as of June 30, 2026, reflecting ownership of 5 percent or less of the company’s outstanding Ordinary Shares. All three entities report shared voting and dispositive power over the same 1,211,376 shares and no sole voting or dispositive power.

Key Figures

Shares beneficially owned: 1,211,376 shares Percent of class: 4.19% Shared voting power: 1,211,376 shares +2 more

5 metrics

Shares beneficially owned 1,211,376 shares Ordinary Shares of FG Imperii Acquisition Corp. beneficially owned by AQR entities

Percent of class 4.19% Portion of FG Imperii Acquisition Corp. Ordinary Shares beneficially owned by AQR entities

Shared voting power 1,211,376 shares Shares over which AQR Capital Management, LLC, AQR Capital Management Holdings, LLC, and AQR Arbitrage, LLC share voting power

Sole voting power 0 shares Shares of FG Imperii Acquisition Corp. over which the AQR entities have sole voting power

Shared dispositive power 1,211,376 shares Shares over which AQR entities share dispositive power

Key Terms

beneficially owned, shared voting power, shared dispositive power, parent holding company, +1 more

5 terms

beneficially owned financial

"Item 4. | Ownership (a) | Amount beneficially owned: 1,211,376"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

shared voting power financial

"6 | Shared Voting Power 1,211,376.00"

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

"8 | Shared Dispositive Power 1,211,376.00"

parent holding company financial

"If a parent holding company has filed this schedule"

Schedule 13G regulatory

"this schedule, pursuant to (ii)(G), so indicate under Item 3(g)"

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.

FAQ

How many FGII shares does AQR Capital Management report owning in this Schedule 13G/A?

AQR Capital Management and affiliates report 1,211,376 Ordinary Shares of FG Imperii Acquisition Corp. They hold shared voting and dispositive power over all of these shares and no sole power over any shares.

What percentage of FGII’s Ordinary Shares does AQR Capital Management beneficially own?

AQR Capital Management and its related entities report beneficial ownership of 4.19% of FG Imperii Acquisition Corp.’s Ordinary Shares. This level is specifically disclosed as ownership of 5 percent or less of the class.

Which AQR entities are listed as reporting persons in the FGII Schedule 13G/A?

The filing lists AQR Capital Management, LLC, AQR Capital Management Holdings, LLC, and AQR Arbitrage, LLC as reporting persons, all organized in the United States with a principal office at One Greenwich Plaza, Suite 130, Greenwich, Connecticut.

Does AQR have sole or shared voting power over its FGII shares?

The AQR entities report 0 shares with sole voting power and 1,211,376 shares with shared voting power. They also report the same split for dispositive power: none sole, and 1,211,376 shares shared among the entities.

What does Item 5 in the FGII Schedule 13G/A indicate about AQR’s ownership level?

Item 5 states that AQR’s position represents ownership of 5 percent or less of a class. The filing quantifies this as 4.19% of FG Imperii Acquisition Corp.’s Ordinary Shares held beneficially by the AQR entities.

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

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Available on EDGAR 08/12/2026 - 08:34 AM Accepted by SEC EDGAR 08/12/2026 - 08:33 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

FG Imperii Acquisition Corp.

(Name of Issuer)

Ordinary Share

(Title of Class of Securities)

G3R41C102

(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): G3R41C102

1

Names of Reporting Persons

AQR Capital Management, 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

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,211,376.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,211,376.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,211,376.00

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)

4.19 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP Number(s): G3R41C102

1

Names of Reporting Persons

AQR Capital Management Holdings, 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

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,211,376.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,211,376.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,211,376.00

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)

4.19 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

CUSIP Number(s): G3R41C102

1

Names of Reporting Persons

AQR Arbitrage, 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

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,211,376.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,211,376.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,211,376.00

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)

4.19 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: FG Imperii Acquisition Corp.
(b)	Address of issuer's principal executive offices: 104 S. WALNUT STREET, UNIT 1A, ITASCA, ILLINOIS 60143
Item 2.
(a)	Name of person filing: AQR Capital Management, LLC AQR Capital Management Holdings, LLC AQR Arbitrage, LLC
(b)	Address or principal business office or, if none, residence: ONE GREENWICH PLAZA SUITE 130 Greenwich, Connecticut 06830
(c)	Citizenship: AQR Capital Management, LLC - UNITED STATES AQR Capital Management Holdings, LLC - UNITED STATES AQR Arbitrage, LLC - UNITED STATES
(d)	Title of class of securities: Ordinary Share
(e)	CUSIP No.: G3R41C102
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: 1,211,376
(b)	Percent of class: 4.19 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: AQR Capital Management, LLC - 0 AQR Capital Management Holdings, LLC - 0 AQR Arbitrage, LLC - 0
	(ii) Shared power to vote or to direct the vote: AQR Capital Management, LLC - 1,211,376 AQR Capital Management Holdings, LLC - 1,211,376 AQR Arbitrage, LLC - 1,211,376
	(iii) Sole power to dispose or to direct the disposition of: AQR Capital Management, LLC - 0 AQR Capital Management Holdings, LLC - 0 AQR Arbitrage, LLC - 0
	(iv) Shared power to dispose or to direct the disposition of: AQR Capital Management, LLC - 1,211,376 AQR Capital Management Holdings, LLC - 1,211,376 AQR Arbitrage, LLC - 1,211,376
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
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 Item 2(a) above.
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.

AQR Capital Management, LLC

Signature:	Henry Parkin
Name/Title:	Authorized Signatory
Date:	08/12/2026

AQR Capital Management Holdings, LLC

Signature:	Henry Parkin
Name/Title:	Authorized Signatory
Date:	08/12/2026

AQR Arbitrage, LLC

Signature:	Henry Parkin
Name/Title:	Authorized Signatory
Date:	08/12/2026

Exhibit Information

AQR Capital Management Holdings, LLC, AQR Capital Management, LLC, and AQR Arbitrage, LLC hereby agree that this Schedule 13G is filed on behalf of each of the parties. AQR Capital Management, LLC is a wholly owned subsidiary of AQR Capital Management Holdings, LLC. AQR Arbitrage, LLC is deemed to be controlled by AQR Capital Management, LLC.