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Jones Ventures INTL Acquisition1 (JONEU) assigns 460K Class B shares to directors

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Jones Ventures INTL Acquisition1 Sponsor LLC, a 10% owner of Jones Ventures INTL Acquisition1 Corp, reported an “other” disposition of 460,000 Class B ordinary shares on July 13, 2026 at $0.003 per share. The Sponsor assigned these shares to six directors in connection with the company’s initial public offering and their appointments to the Board.

After this transaction, the Sponsor reported holding 7,206,667 Class B ordinary shares, which are automatically convertible into Class A ordinary shares on a one-for-one basis at the time of the company’s initial business combination, subject to anti-dilution adjustments, and have no expiration date. The holdings include 1,000,000 shares subject to forfeiture if the underwriters do not fully exercise their over-allotment option.

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Insider Jones Ventures INTL Acquisition1 Sponsor LLC
Role 10% Owner
Type Security Shares Price Value
Other Class B Ordinary Shares F1, F2, F3 460,000 $0.003 $1K
Holdings After Transaction: Class B Ordinary Shares — 7,206,667 shares (Indirect, See Footnote)
Footnotes (3)
  1. F1. The Class B ordinary shares are automatically convertible into the shares of the Issuer's Class A ordinary shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.
  2. F2. In connection with the Issuer's initial public offering and the appointment of Harsha Agadi, Alan Hill, Bryan Turley, Moe Cohen, Nathan Hubbard, Dave Horin to the Issuer's Board of Directors, Jones Ventures INTL Acqusiition1 Sponsor LLC (the "Sponsor") assigned 30,000 Class B ordinary shares to each of Nathan Hubbard and Dave Horin, and 100,000 Class B ordinary shares to each of Harsha Agadi, Alan Hill, Bryan Turley, and Moe Cohen.
  3. F3. These Class B ordinary shares are held directly by the Sponsor, acquired pursuant to a subscription agreement dated as of June 17, 2021 by and among the Sponsor and the registrant. JonesTrading Institutional Services LLCis the managing member of the Sponsor. Jones disclaims any beneficial ownership of the securities held by the sponsor other than to the extent of any pecuniary interest he may have therein, directly or indirectly. These shares include an aggregate of 1,000,000 shares that are subject to forfeiture to the extent that the underwriters do not exercise their over-allotment option in connection with the registrant's initial public offering in full.
Shares disposed 460,000 Class B ordinary shares Assigned by the Sponsor on July 13, 2026 in an “other” disposition
Per-share price $0.003 per share Reported transaction price for the 460,000 Class B ordinary shares
Shares held after transaction 7,206,667 Class B ordinary shares Class B shares reported as held by the Sponsor following the disposition
Over-allotment forfeiture shares 1,000,000 shares Class B shares subject to forfeiture if IPO underwriters do not fully exercise over-allotment option
Director grants (30,000 each) 30,000 Class B shares Assigned to each of Nathan Hubbard and Dave Horin in connection with Board appointments
Director grants (100,000 each) 100,000 Class B shares Assigned to each of Harsha Agadi, Alan Hill, Bryan Turley, and Moe Cohen
Class B ordinary shares financial
"The Class B ordinary shares are automatically convertible into the shares of the Issuer's Class A ordinary shares"
Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.
initial business combination financial
"automatically convertible into the shares of the Issuer's Class A ordinary shares 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.
anti-dilution rights financial
"on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date"
over-allotment option financial
"include an aggregate of 1,000,000 shares that are subject to forfeiture to the extent that the underwriters do not exercise their over-allotment option"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
subscription agreement financial
"acquired pursuant to a subscription agreement dated as of June 17, 2021 by and among the Sponsor and the registrant"
A subscription agreement is a legal contract in which an investor agrees to buy a specific number of a company’s shares or other securities under set terms, including price, payment method and conditions for closing the sale. It matters to investors because it legally locks in their purchase and the company’s obligations, determines ownership percentage and any investor rights, and can include conditions or promises that affect future control or returns—like signing a detailed purchase order for equity.

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

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FAQ

What insider transaction was reported for JONEU on July 13, 2026?

Jones Ventures INTL Acquisition1 Sponsor LLC reported an “other” disposition of 460,000 Class B ordinary shares on July 13, 2026 at $0.003 per share, assigning the shares to six directors in connection with the IPO and their Board appointments.

How many Jones Ventures INTL Acquisition1 Corp Class B shares does the Sponsor hold after the Form 4?

Following the transaction, the Sponsor holds 7,206,667 Class B ordinary shares. These shares are automatically convertible into Class A ordinary shares on a one-for-one basis at the time of the company’s initial business combination, subject to anti-dilution adjustments.

Who received the 460,000 Class B shares in the JONEU Form 4 filing?

The Sponsor assigned 30,000 Class B shares each to Nathan Hubbard and Dave Horin, and 100,000 Class B shares each to Harsha Agadi, Alan Hill, Bryan Turley, and Moe Cohen, in connection with the IPO and their Board appointments.

How are Jones Ventures INTL Acquisition1 Corp Class B shares treated relative to Class A shares?

The Class B ordinary shares are automatically convertible into Class A ordinary shares on a one-for-one basis at the time of the company’s initial business combination, subject to certain anti-dilution rights, and they have no expiration date.

What over-allotment forfeiture terms affect the Sponsor’s Class B shares in JONEU?

The Sponsor’s holdings include 1,000,000 Class B ordinary shares that are subject to forfeiture to the extent the underwriters do not exercise their over-allotment option in full in connection with Jones Ventures INTL Acquisition1 Corp’s initial public offering.

What is the ownership nature of the Class B shares reported for JONEU?

The Class B ordinary shares are held directly by Jones Ventures INTL Acquisition1 Sponsor LLC under a subscription agreement dated June 17, 2021. JonesTrading Institutional Services LLC is the managing member of the Sponsor, and an individual named Jones disclaims beneficial ownership except for any pecuniary interest.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Jones Ventures INTL Acquisition1 Sponsor LLC

(Last)(First)(Middle)
C/O JONES VENTURES INTL ACQ1 SPONSOR LLC
325 HUDSON ST., 6TH FLOOR

(Street)
NEW YORK NEW YORK 10013

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Jones Ventures INTL Acquisition1 Corp [ JONE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)XOther (specify below)
Sponsor
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/13/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Ordinary Shares(1)07/13/2026J(2)460,000 (1) (1)Class A Ordinary Shares7,206,667$0.0037,206,667ISee Footnote(3)
Explanation of Responses:
1. The Class B ordinary shares are automatically convertible into the shares of the Issuer's Class A ordinary shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.
2. In connection with the Issuer's initial public offering and the appointment of Harsha Agadi, Alan Hill, Bryan Turley, Moe Cohen, Nathan Hubbard, Dave Horin to the Issuer's Board of Directors, Jones Ventures INTL Acqusiition1 Sponsor LLC (the "Sponsor") assigned 30,000 Class B ordinary shares to each of Nathan Hubbard and Dave Horin, and 100,000 Class B ordinary shares to each of Harsha Agadi, Alan Hill, Bryan Turley, and Moe Cohen.
3. These Class B ordinary shares are held directly by the Sponsor, acquired pursuant to a subscription agreement dated as of June 17, 2021 by and among the Sponsor and the registrant. JonesTrading Institutional Services LLCis the managing member of the Sponsor. Jones disclaims any beneficial ownership of the securities held by the sponsor other than to the extent of any pecuniary interest he may have therein, directly or indirectly. These shares include an aggregate of 1,000,000 shares that are subject to forfeiture to the extent that the underwriters do not exercise their over-allotment option in connection with the registrant's initial public offering in full.
/s/ Burke Cook, Attorney-in-fact07/17/2026
** Signature of Reporting PersonDate
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 4 (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 4: SEC 1474 (03-26)