FG Imperii (FGIIU) director holds 20,000 Class B shares convertible to Class A

Rhea-AI Filing Summary

FG Imperii Acquisition Corp. director Richard Edward Govignon Jr. filed an initial ownership report showing he beneficially owns 20,000 Class B ordinary shares as of January 15, 2026. These Class B shares are structured to convert into Class A ordinary shares on a one-for-one basis at the time of the company’s initial business combination, with potential adjustments under anti-dilution rights. The Class B ordinary shares have no expiration date, so they remain outstanding until conversion or other corporate events.

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^*

Govignon Richard Edward JR

(Last) (First) (Middle)

104 S. WALNUT STREET, UNIT 1A

(Street)

ITASCA IL 60143

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/15/2026

3. Issuer Name and Ticker or Trading Symbol
FG Imperii Acquisition Corp. [ FGII ]

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

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

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

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	20,000	(1)	D

Explanation of Responses:

1. At the time of our initial business combination, the Class B ordinary shares will convert into Class A ordinary shares on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights. The Class B ordinary shares have no expiration date.

	By: /s/ Richard E. Govignon	01/16/2026
	** 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.

FAQ

What does FG Imperii Acquisition Corp. (FGIIU) Form 3 report show?

The Form 3 shows that director Richard Edward Govignon Jr. beneficially owns 20,000 Class B ordinary shares of FG Imperii Acquisition Corp. as of January 15, 2026.

How many shares does the FGIIU director beneficially own on this Form 3?

The director reports beneficial ownership of 20,000 Class B ordinary shares, held directly after the reported date.

Are the FG Imperii Class B shares reported on the Form 3 convertible?

Yes. The filing states the Class B ordinary shares will convert into Class A ordinary shares on a one-for-one basis at the time of the initial business combination, subject to anti-dilution adjustments.

Do the Class B ordinary shares in FGIIU have an expiration date?

No. The filing explains that the Class B ordinary shares have no expiration date.

Is the ownership reported by the FGIIU director direct or indirect?

The 20,000 Class B ordinary shares are reported as held in direct ownership by the director.

Does this FG Imperii Form 3 indicate a new stock purchase or sale?

No transaction price or trade is listed; the Form 3 establishes the director’s existing beneficial ownership of 20,000 Class B ordinary shares.