Director Luis Machuca discloses GigCapital9 (GIXXU) equity stake

Rhea-AI Filing Summary

GigCapital9 Corp. director Luis Machuca filed an initial ownership report showing his equity stake in the company. He holds 10,000 Class A ordinary shares, which are tied to private placement units purchased at the time of the initial public offering. These units also included rights to receive additional Class A shares upon completion of GigCapital9’s initial business combination.

Machuca also directly owns 122,247 Class B ordinary shares, which will automatically convert into Class A ordinary shares on a one-for-one basis at the time of the company’s initial business combination or earlier at his option, with no expiration date. In addition, he holds 2,000 rights that are exchangeable for one-fifth of one Class A ordinary share each, also upon completion of the initial business combination. The filing reflects existing holdings rather than new open-market transactions.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider MACHUCA LUIS

Role Director

Type	Security	Shares	Price	Value
holding	Class B ordinary shares	--	--	--
holding	Rights	--	--	--
holding	Class A ordinary shares	--	--	--

Holdings After Transaction: Class B ordinary shares — 122,247 shares (Direct); Rights — 2,000 shares (Direct); Class A ordinary shares — 10,000 shares (Direct)

Footnotes (4)

1. F1. Includes 10,000 Class A ordinary shares underlying the private placement units purchased concurrently with the consummation of the initial public offering. Each private placement unit consisting of one Class A ordinary share and one right to receive one-fifth of one Class A ordinary share upon the completion of the Issuer's initial business combination.
2. F2. As a result of the underwriters' full exercise of the over-allotment option to purchase 3,300,000 units on January 27, 2026, no such shares are subject to forfeiture.
3. F3. As described in the Issuer's registration statement on Form S-1, as amended (File No. 333-291869) under the heading "Description of Securities-Ordinary Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination or earlier at the option of the holder on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.
4. F4. Includes 10,000 rights underlying the private placement units, which were sold in a private placement taking place simultaneously with the Issuer's initial public offering. Each right is exchangeable for one-fifth of one Class A ordinary share upon the completion of the Issuer's initial business combination.

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Accepted by SEC EDGAR 02/02/2026 - 06:25 PM Learn about SEC filing dates

FAQ

What does Luis Machuca’s Form 3 filing show for GigCapital9 Corp. (GIXXU)?

The filing shows director Luis Machuca’s initial beneficial ownership in GigCapital9. He directly holds Class A and Class B ordinary shares and rights linked to the SPAC’s IPO units, all disclosed as existing positions rather than new market purchases or sales.

How many GigCapital9 Class A ordinary shares does Luis Machuca beneficially own?

Luis Machuca beneficially owns 10,000 Class A ordinary shares of GigCapital9. These shares are tied to private placement units purchased concurrently with the initial public offering, where each unit included one Class A share and an associated right to additional Class A shares.

What Class B ordinary share holdings does Luis Machuca report in GigCapital9 (GIXXU)?

Machuca reports direct beneficial ownership of 122,247 Class B ordinary shares. These Class B shares automatically convert into Class A ordinary shares on a one-for-one basis at GigCapital9’s initial business combination or earlier at his option, and they have no expiration date.

How do the rights held by Luis Machuca in GigCapital9 work?

He holds 2,000 rights related to GigCapital9’s private placement units. Each right is exchangeable for one-fifth of one Class A ordinary share upon completion of the company’s initial business combination, providing additional potential Class A share exposure if that transaction is completed.

Are any of Luis Machuca’s GigCapital9 shares subject to forfeiture?

The disclosure notes that, after underwriters fully exercised the over-allotment option to purchase 3,300,000 units on January 27, 2026, no such shares are subject to forfeiture. This clarifies that previously contingent shares linked to the option are now fully vested and retained.

Does the Form 3 indicate new buying or selling activity by Luis Machuca in GigCapital9?

No, the Form 3 functions as an initial ownership statement. It lists Machuca’s existing holdings in Class A shares, Class B shares, and rights as of the event date, rather than reporting new open-market purchases, sales, or option exercises during that period.

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^*

MACHUCA LUIS

(Last) (First) (Middle)

C/O GIGCAPITAL9 CORP.

1731 EMBARCADERO RD., SUITE 200

(Street)

PALO ALTO CA 94303

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/28/2026

3. Issuer Name and Ticker or Trading Symbol
GigCapital9 Corp. [ GIX ]

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)
Class A ordinary shares	10,000(1)	D

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	(3)	(3)	Class A ordinary shares	122,247(2)	(3)	D
Rights	(4)	(4)	Class A ordinary shares	2,000	(4)	D

Explanation of Responses:

1. Includes 10,000 Class A ordinary shares underlying the private placement units purchased concurrently with the consummation of the initial public offering. Each private placement unit consisting of one Class A ordinary share and one right to receive one-fifth of one Class A ordinary share upon the completion of the Issuer's initial business combination.

2. As a result of the underwriters' full exercise of the over-allotment option to purchase 3,300,000 units on January 27, 2026, no such shares are subject to forfeiture.

3. As described in the Issuer's registration statement on Form S-1, as amended (File No. 333-291869) under the heading "Description of Securities-Ordinary Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination or earlier at the option of the holder on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.

4. Includes 10,000 rights underlying the private placement units, which were sold in a private placement taking place simultaneously with the Issuer's initial public offering. Each right is exchangeable for one-fifth of one Class A ordinary share upon the completion of the Issuer's initial business combination.

	Luis Machuca	02/02/2026
	** 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.
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