[SCHEDULE 13G] K2 Capital Acquisition Corp Passive Investment Disclosure (>5%)
Highbridge reports 8.8% stake in K2 Capital
K2 Capital Acquisition Corp. ownership disclosure: Highbridge Capital Management, LLC reports beneficial ownership of 1,237,860 Class A Ordinary Shares, representing 8.8% of the outstanding share class.
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K2 Capital Acquisition Corp. ownership disclosure: Highbridge Capital Management, LLC reports beneficial ownership of 1,237,860 Class A Ordinary Shares, representing 8.8% of the outstanding share class. The percentage is calculated from 14,126,875 shares outstanding as of March 24, 2026. The shares are held by Highbridge Funds, including Highbridge Tactical Credit Master Fund, L.P., which holds more than 5% of the class. The filing is signed by Kirk Rule as Executive Director on May 15, 2026.
Insights
Highbridge reports an 8.8% stake in K2 Capital as of March 24, 2026.
The filing states Highbridge beneficially owns 1,237,860 shares, calculated from 14,126,875 shares outstanding as of March 24, 2026. This positions Highbridge as a notable institutional holder but does not indicate any change in control.
Further activity will depend on fund-level trading decisions; subsequent disclosures would show additions or dispositions if they occur.
Schedule 13G used for passive/qualified reporting; filing lists voting and dispositive powers.
The statement reports sole voting power and sole dispositive power of 1,237,860 shares for the Reporting Person. It also identifies a fund that holds more than 5% of the class.
Filing mechanics and signature by an authorized officer are included; investors should watch for any amendment or Schedule 13D if the holder's intent or activity changes.
Key Figures
Beneficially owned shares:1,237,860 sharesPercent of class:8.8%Shares outstanding:14,126,875 shares+3 more
6 metrics
Beneficially owned shares1,237,860 sharesReported holding by Highbridge Funds
Percent of class8.8%<percent></percent>Calculated from shares outstanding as of <date>March 24, 2026</date>
Shares outstanding14,126,875 sharesOutstanding Class A shares as of <date>March 24, 2026</date>
Sole voting power1,237,860 sharesSole power to vote reported on cover page
Sole dispositive power1,237,860 sharesSole power to dispose reported on cover page
Signature date05/15/2026Filing signed by Kirk Rule, Executive Director
Key Terms
Schedule 13G, beneficially owned, sole dispositive power, Class A Ordinary Shares
4 terms
Schedule 13Gregulatory
"This statement is filed by Highbridge Capital Management, LLC"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
beneficially ownedfinancial
"Amount beneficially owned: The information required by Item 4(a)"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
sole dispositive powerregulatory
"Sole Dispositive Power 1,237,860.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
Class A Ordinary Sharesfinancial
"Class A Ordinary Shares, par value $0.0001 per share"
Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What stake does Highbridge hold in K2 Capital (KTWO)?
Highbridge beneficially owns 1,237,860 shares, equal to 8.8% of the Class A Ordinary Shares, calculated from 14,126,875 shares outstanding as of March 24, 2026.
Which Highbridge fund holds more than 5% of KTWO?
The filing identifies Highbridge Tactical Credit Master Fund, L.P. as a Highbridge Fund with the right to proceeds or dividends for more than 5% of the outstanding Class A Ordinary Shares of KTWO.
Does Highbridge have voting or dispositive power over these KTWO shares?
Yes. The statement reports sole voting power and sole dispositive power over 1,237,860 shares held by the Highbridge Funds, as reflected on the cover page of the filing.
When were the outstanding share figures used for the percentage calculation?
The percentage uses an outstanding share count of 14,126,875 shares as of March 24, 2026, cited from the issuer's Annual Report on Form 10-K filed March 26, 2026.
Who signed the Schedule 13G for Highbridge regarding KTWO?
The filing is signed by Kirk Rule, Executive Director, with a signature date of May 15, 2026, certifying the disclosure on behalf of Highbridge.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
K2 Capital Acquisition Corp.
(Name of Issuer)
Class A Ordinary Shares, par value $0.0001 per share
(Title of Class of Securities)
G5226B105
(CUSIP Number)
03/31/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
G5226B105
1
Names of Reporting Persons
Highbridge Capital Management, LLC
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
1,237,860.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,237,860.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,237,860.00
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)
8.8 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
K2 Capital Acquisition Corp.
(b)
Address of issuer's principal executive offices:
244 Fifth Avenue, Suite #1833, New York, NY 10001
Item 2.
(a)
Name of person filing:
This statement is filed by Highbridge Capital Management, LLC ("Highbridge" or the "Reporting Person"), a Delaware limited liability company and the investment adviser to certain funds and accounts (the "Highbridge Funds"), with respect to the Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") of K2 Capital Acquisition Corp, a Cayman Islands exempted company (the "Issuer"), directly held by the Highbridge Funds;
The filing of this statement should not be construed as an admission that any of the foregoing persons or the Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, the beneficial owner of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of the Reporting Person is 390 Madison Avenue, 28th Floor, New York, NY 10017.
(c)
Citizenship:
Highbridge is a Delaware limited liability company.
(d)
Title of class of securities:
Class A Ordinary Shares, par value $0.0001 per share
(e)
CUSIP Number(s):
G5226B105
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 information required by Item 4(a) is set forth in Row 9 of the cover page for the Reporting Person and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 14,126,875 Class A Ordinary Shares outstanding as of March 24, 2026, as reported in the Issuer's Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on March 26, 2026.
(b)
Percent of class:
8.8%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for the Reporting Person and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for the Reporting Person and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for the Reporting Person and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for the Reporting Person and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a). The Highbridge Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Class A Ordinary Shares reported herein. Highbridge Tactical Credit Master Fund, L.P., a Highbridge Fund, has the right to receive or the power to direct the receipt of dividends or the proceeds from the sale of more than 5% of the outstanding Class A Ordinary Shares.
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.
