Aristeia Capital Reports Passive 7.6% Stake in Dune Acquisition II

Rhea-AI Filing Summary

Aristeia Capital, L.L.C. reports beneficial ownership of 1,100,000 Class A ordinary shares of Dune Acquisition Corp II, representing approximately 7.6% of the outstanding class. The filing states the Reporting Person has sole voting and dispositive power over all 1,100,000 shares and that this percentage was calculated using 14,482,813 shares outstanding as of June 30, 2025, per the issuer's quarterly report.

The statement certifies the shares are held in the ordinary course of business and were not acquired to change or influence control of the issuer. The filing is a passive Schedule 13G disclosure showing a material (>5%) passive stake without an expressed intent to seek control.

Positive

• Material ownership disclosed: Aristeia beneficially owns 1,100,000 shares, representing 7.6% of the class, which is a significant, reportable stake.
• Sole voting and dispositive power: The Reporting Person holds exclusive authority to vote and dispose of the reported shares, clarifying control of that block.

Negative

• None.

Insights

Securities Analyst

TL;DR: A material passive stake of 7.6% is disclosed, showing investor interest without stated control intent.

Aristeia Capital reports ownership of 1,100,000 Class A shares, equal to roughly 7.6% of the outstanding class based on 14,482,813 shares outstanding. The reporting party claims sole voting and dispositive power over these shares and certifies they are held in the ordinary course and not to influence control. For investors, this is a notable ownership disclosure because holdings above 5% trigger public reporting and can affect market perception, but the filing indicates a non-hostile, passive position rather than an activist or control pursuit.

Corporate Governance Expert

TL;DR: Ownership is material but presented as passive; no governance change indicated.

The Schedule 13G shows Aristeia has sole voting and dispositive authority for all reported shares, which is important for governance analysis because it centralizes control of that block. However, the certification explicitly states the shares were not acquired to change or influence control, consistent with a passive investor stance. This disclosure should be monitored by issuers and investors for future activity, but on its face it does not signal an immediate governance challenge.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Dune Acquisition Corp II

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G2867S109

(CUSIP Number)

06/30/2025

(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)

SCHEDULE 13G

CUSIP No. G2867S109

1

Names of Reporting Persons

Aristeia Capital, L.L.C.

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,100,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,100,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,100,000.00

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)

7.6 %

12

Type of Reporting Person (See Instructions)

IN, HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Dune Acquisition Corp II
(b)	Address of issuer's principal executive offices: 700 S. Rosemary Avenue, Suite 204, West Palm Beach, Florida, 33401
Item 2.
(a)	Name of person filing: Aristeia Capital, L.L.C., a Delaware limited liability company (the "Reporting Person")
(b)	Address or principal business office or, if none, residence: The address of the principal business office of the Reporting Person is One Greenwhich Plaza, Suite 300, Greenwhich, CT 06830
(c)	Citizenship: Delaware
(d)	Title of class of securities: Class A ordinary shares, par value $0.0001 per share
(e)	CUSIP No.: G2867S109
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: The Reporting Person may be deemed to be the beneficial owner of 1,100,000 shares of Class A ordinary shares, par value $0.0001 per share, which is approximately 7.6% of the outstanding shares. This percentage was determined by dividing 1,100,000 by 14,482,813, which is the number of shares outstanding as of June 30, 2025, as reported in the Issuer's 10-Q for the quarterly period ended June 30, 2025, filed with the SEC on August 11, 2025.
(b)	Percent of class: 7.6%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 1,100,000
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 1,100,000
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	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.
	Not Applicable
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.

Aristeia Capital, L.L.C.

Signature:	/s/ Andrew B. David
Name/Title:	Andrew B. David/Chief Operating Officer, Aristeia Capital, L.L.C.
Date:	08/14/2025

FAQ

How many shares of IPODU does Aristeia Capital report owning?

The filing states Aristeia beneficially owns 1,100,000 Class A shares of Dune Acquisition Corp II.

What percentage of IPODU does Aristeia's holding represent?

The reported stake represents approximately 7.6% of the outstanding Class A shares used in the filing's calculation.

Does Aristeia have voting control over the shares reported in the Schedule 13G?

Yes. The filing indicates Aristeia has sole voting and sole dispositive power over the 1,100,000 shares.

Was the stake acquired to influence control of the issuer (IPODU)?

The certification in the filing states the shares are held in the ordinary course of business and were not acquired to change or influence control of the issuer.

How was the 7.6% ownership percentage calculated?

The percentage was calculated by dividing 1,100,000 by the issuer's reported outstanding shares of 14,482,813 as noted in the filing.