Mercator Acquisition director assigned 25,000 shares

Mercator Acquisition Corp. director Stephen Michael Schwartz reported an internal restructuring transaction involving 25,000 Class B ordinary shares.

Rhea-AI Filing Summary

Mercator Acquisition Corp. director Stephen Michael Schwartz reported an internal restructuring transaction involving 25,000 Class B ordinary shares. These were assigned to him by the Sponsor in connection with his board appointment at $0.0030 per share and are automatically convertible into Class A shares on a one-for-one basis at the initial business combination, subject to anti-dilution adjustments. The Class B shares are subject to possible forfeiture tied to his continued board service, and he now holds 25,000 such shares directly.

Insider Trade Summary

Other: 25,000 shares

Other 1 txn

Insider Schwartz Stephen Michael

Role Director

Type	Security	Shares	Price	Value
Other	Class B Ordinary Shares F1, F2	25,000	$0.003	$75.00

Holdings After Transaction: Class B Ordinary Shares — 25,000 contracts (Direct)

Footnotes (2)

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. The Class B ordinary shares are subject to forfeiture under certain circumstances relating to Mr. Schwartz's service on the Issuer's Board of Directors.
2. F2. As contemplated by the securities purchase agreement between Mercator Investor Holdings, LLC (the "Sponsor") and Mr. Schwartz, dated July 8, 2026, the Sponsor assigned 25,000 Class B ordinary shares to Mr. Schwartz in connection with Mr. Schwartz 's appointment to the Issuer's Board of Directors.

Key Figures

Class B shares assigned: 25,000 shares Transaction price per share: $0.0030 per share Shares held after transaction: 25,000 shares +1 more

4 metrics

Class B shares assigned 25,000 shares Assigned to Stephen Michael Schwartz by the Sponsor in connection with his board appointment

Transaction price per share $0.0030 per share Valuation used for the internal transfer of Class B ordinary shares

Shares held after transaction 25,000 shares Direct holdings of Class B ordinary shares by Stephen Michael Schwartz following the assignment

Underlying Class A shares 25,000 shares Number of Class A ordinary shares issuable upon automatic conversion of the Class B shares

Key Terms

Class B ordinary shares, initial business combination, anti-dilution rights, securities purchase agreement

4 terms

Class B ordinary shares financial

"The Class B ordinary shares are automatically convertible into the shares of the Issuer's Class A..."

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."

securities purchase agreement financial

"As contemplated by the securities purchase agreement between Mercator Investor Holdings, LLC and Mr. Schwartz..."

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

FAQ

What insider transaction did Mercator Acquisition (MRCOU) report for Stephen Michael Schwartz?

Stephen Michael Schwartz reported an internal restructuring involving 25,000 Class B ordinary shares. These shares were assigned to him by the Sponsor in connection with his appointment to the board of directors.

How many Mercator Acquisition (MRCOU) shares did Stephen Michael Schwartz receive?

Stephen Michael Schwartz received 25,000 Class B ordinary shares. Following this assignment, he holds 25,000 Class B shares directly, all reported as part of a single restructuring-type transaction.

At what price were the Mercator Acquisition (MRCOU) Class B shares assigned to Schwartz?

The 25,000 Class B ordinary shares assigned to Stephen Michael Schwartz were valued at $0.0030 per share. This reflects the transfer terms in connection with his appointment to the board.

How do Mercator Acquisition (MRCOU) Class B shares held by Schwartz convert into Class A?

Schwartz’s Class B ordinary shares automatically convert into Class A ordinary shares on a one-for-one basis at the initial business combination, subject to adjustment under specified anti-dilution rights and with no expiration date.

Are Stephen Michael Schwartz’s Mercator Acquisition (MRCOU) Class B shares subject to forfeiture?

Yes. The Class B ordinary shares assigned to Stephen Michael Schwartz are subject to possible forfeiture under certain circumstances relating to his service on the company’s board of directors, creating a service-based condition on the award.

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Available on EDGAR 07/16/2026 - 06:39 PM Accepted by SEC EDGAR 07/16/2026 - 06:39 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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^*

Schwartz Stephen Michael

(Last) (First) (Middle)

C/O MERCATOR ACQUISITION CORP.

85 WASHINGTON STREET

(Street)

NORWALK CONNECTICUT 06854

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Mercator Acquisition Corp. [ MRCO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/08/2026

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

X	Form 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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Ordinary Shares	(1)	07/08/2026		J(2)		25,000		(1)	(1)	Class A Ordinary Shares	25,000	$0.003	25,000	D

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. The Class B ordinary shares are subject to forfeiture under certain circumstances relating to Mr. Schwartz's service on the Issuer's Board of Directors.

2. As contemplated by the securities purchase agreement between Mercator Investor Holdings, LLC (the "Sponsor") and Mr. Schwartz, dated July 8, 2026, the Sponsor assigned 25,000 Class B ordinary shares to Mr. Schwartz in connection with Mr. Schwartz 's appointment to the Issuer's Board of Directors.

	/s/ Stephen M Schwartz, by Steven Bischoff with Power of Attorney	07/16/2026
	** 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 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)