Haymaker Acquisition Corp V sponsor holds 7.19M shares

The sponsor’s reported Class B shares convert one-for-one into Class A ordinary shares at the initial business combination, or earlier at the holder’s option.

Rhea-AI Filing Summary

Haymaker Acquisition Corp V (HYAC) lists Haymaker Sponsor V, LLC, Mistral Capital Management, LLC, and Andrew R. Heyer as 10% owners. The sponsor directly holds 7,187,500 Class B ordinary shares. Mistral is the sponsor’s sole managing member; Heyer manages Mistral and holds voting and investment discretion over the shares held of record by the sponsor, so he may be deemed to beneficially own them. The reporting persons disclaim beneficial ownership except to the extent of their pecuniary interest.

The Class B shares automatically convert into Class A ordinary shares at the initial business combination, or earlier at the holder’s option, on a one-for-one basis, subject to certain adjustments. They have no expiration date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Haymaker Sponsor V, LLC, Mistral Capital Management, LLC, HEYER ANDREW R

Role 10% Owner | 10% Owner | 10% Owner

Type	Security	Shares	Price	Value
holding	Class B Ordinary Shares F1, F2, F3	--	--	--

Holdings After Transaction: Class B Ordinary Shares — 7,187,500 contracts (Direct)

Footnotes (3)

1. F1. As described in the registration statement on Form S-1 (File No. 333-298544) of Haymaker Acquisition Corp V (the "Issuer") under the heading "Description of Securities--Founder 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 at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.
2. F2. These shares represent the Class B ordinary shares held by Haymaker Sponsor V LLC (the "Sponsor") acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor.
3. F3. Mistral Capital Management LLC ("Mistral") is the sole managing member of the Sponsor and Andrew Heyer is the managing member of Mistral and holds voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. As such, Mr. Heyer may be deemed to have beneficial ownership of the securities held of record by the Sponsor. The reporting persons disclaim beneficial ownership of the securities reported herein, except to the extent of their pecuniary interest therein.

Key Figures

Direct Class B ordinary shares held: 7,187,500 shares Underlying Class A ordinary shares: 7,187,500 shares Conversion basis: One-for-one

3 metrics

Direct Class B ordinary shares held 7,187,500 shares Held by Haymaker Sponsor V, LLC

Underlying Class A ordinary shares 7,187,500 shares Underlying the sponsor’s Class B ordinary shares

Conversion basis One-for-one Class B ordinary shares convert into Class A ordinary shares

Key Terms

Founder Shares, initial business combination, voting and investment discretion, pecuniary interest

4 terms

Founder Shares financial

"Description of Securities--Founder Shares"

Founder shares are the ownership stakes given to the people who start a company, often with extra voting power or protections compared with ordinary shares. For investors, they matter because founders’ control and incentives influence decisions about strategy, hiring, and whether the company sells or stays independent — like a family that keeps majority voting rights in a household decision. High founder ownership can mean stable leadership but also a risk that outside shareholders have less influence.

initial business combination financial

"at the time of the Issuer's initial business combination"

An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.

voting and investment discretion regulatory

"holds voting and investment discretion with respect to the ordinary shares"

pecuniary interest financial

"except to the extent of their pecuniary interest therein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many HYAC founder shares does the sponsor hold?

Haymaker Sponsor V, LLC is reported as directly holding 7,187,500 Class B ordinary shares. It acquired the shares under a subscription agreement with Haymaker Acquisition Corp V. Mistral Capital Management, LLC is the sponsor’s sole managing member, and Andrew R. Heyer is Mistral’s managing member.

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

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Available on EDGAR 10/06/2026 - 09:57 PM Accepted by SEC EDGAR 10/06/2026 - 09:57 PM Learn about SEC filing dates

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^*

Haymaker Sponsor V, LLC

(Last) (First) (Middle)

C/O HAYMAKER ACQUISITION CORP V

515 NORTH FLAGLER DRIVE, SUITE 350

(Street)

WEST PALM BEACH FLORIDA 33401

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
09/16/2026

3. Issuer Name and Ticker or Trading Symbol
Haymaker Acquisition Corp V [ HYACU ]

3a. Foreign Trading Symbol

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

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

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

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)	(1)	Class A Ordinary Shares	7,187,500(2)	(1)	D(2)(3)

1. Name and Address of Reporting Person^*

Haymaker Sponsor V, LLC

(Last) (First) (Middle)

C/O HAYMAKER ACQUISITION CORP V

515 NORTH FLAGLER DRIVE, SUITE 350

(Street)

WEST PALM BEACH FLORIDA 33401

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Mistral Capital Management, LLC

(Last) (First) (Middle)

501 MADISON AVENUE, FLOOR 5

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

HEYER ANDREW R

(Last) (First) (Middle)

501 MADISON AVENUE, FLOOR 5

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. As described in the registration statement on Form S-1 (File No. 333-298544) of Haymaker Acquisition Corp V (the "Issuer") under the heading "Description of Securities--Founder 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 at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.

2. These shares represent the Class B ordinary shares held by Haymaker Sponsor V LLC (the "Sponsor") acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor.

3. Mistral Capital Management LLC ("Mistral") is the sole managing member of the Sponsor and Andrew Heyer is the managing member of Mistral and holds voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. As such, Mr. Heyer may be deemed to have beneficial ownership of the securities held of record by the Sponsor. The reporting persons disclaim beneficial ownership of the securities reported herein, except to the extent of their pecuniary interest therein.

	/s/ Andrew R. Heyer	10/06/2026
	** 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.
* Form 3: SEC 1473 (03-26)