Sponsor of Dune Acquisition Corp II (IPOD) reports 4.48M Class B shares

Rhea-AI Filing Summary

Dune Acquisition Corp II reported that Collective Acquisition Sponsor LLC holds 4,475,000 Class B ordinary shares directly. These Class B shares will automatically convert into Class A ordinary shares of the company on a one-for-one basis at the time of the company’s initial business combination, or earlier at the holder’s option, subject to certain adjustments.

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

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1. Name and Address of Reporting Person^*

Collective Acquisition Sponsor LLC

(Last) (First) (Middle)

C/O DUNE ACQUISITION CORPORATION II

12955 BISCAYNE BLVD, STE 200 PMB 616

(Street)

MIAMI FL 33181

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/05/2026

3. Issuer Name and Ticker or Trading Symbol
Dune Acquisition Corp II [ IPOD ]

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

	Director	X	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	4,475,000	(1)	D

Explanation of Responses:

1. As described in Dune Acquisition Corporation II's (the "Issuer") Registration Statement on Form S-1 (File No. 333-285639), under the heading "Description of Securities - Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the Issuer will automatically convert into Class A ordinary shares, par value $0.0001 per share of the Issuer 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.

	/s/ Elliot Richmond, as Authorized Signatory of Collective Acquisition Sponsor LLC	02/18/2026
	** 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).
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FAQ

What does Dune Acquisition Corp II (IPOD) disclose in this Form 3?

The filing shows Collective Acquisition Sponsor LLC as a more than 10% owner of Dune Acquisition Corp II, holding 4,475,000 Class B ordinary shares directly. This is an initial statement of beneficial ownership, not a buy or sell transaction.

How many Dune Acquisition Corp II (IPOD) shares does the reporting holder own?

Collective Acquisition Sponsor LLC reports ownership of 4,475,000 Class B ordinary shares. This amount is listed as the total number of shares beneficially owned following the reported holding, indicating the sponsor’s significant stake in Dune Acquisition Corp II.

What is special about the Class B ordinary shares of Dune Acquisition Corp II (IPOD)?

The Class B ordinary shares automatically convert into Class A ordinary shares on a one-for-one basis at the time of Dune Acquisition Corp II’s initial business combination, or earlier at the holder’s option, subject to specified adjustments detailed in the company’s S-1 registration statement.

Is the Form 3 for Dune Acquisition Corp II (IPOD) reporting a share purchase or sale?

No, this Form 3 reflects a holding, not a purchase or sale. It records that Collective Acquisition Sponsor LLC beneficially owns 4,475,000 Class B ordinary shares, serving as an initial ownership disclosure for a more than 10% holder.

Who is the reporting person in the Dune Acquisition Corp II (IPOD) Form 3?

The reporting person is Collective Acquisition Sponsor LLC, identified as a more than 10% beneficial owner of Dune Acquisition Corp II. The entity holds its position directly, as indicated by the direct ownership code in the Form 3 data.