Welcome to our dedicated page for Nabors Energy Transition SEC filings (Ticker: NETD), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings of Nabors Energy Transition Corp. II (NETD) provide detailed insight into its structure and activities as a special purpose acquisition company focused on the energy transition. As a Cayman Islands exempted company and emerging growth company with securities listed on The Nasdaq Stock Market LLC, NETD reports material events and shareholder actions through current reports on Form 8-K, proxy statements and other required filings.
Key filings include Form 8-K reports describing extensions of the deadline to consummate an initial business combination, the issuance of unsecured promissory notes to an affiliate of its sponsor in connection with those extensions, and deposits into the company’s trust account. These filings explain how NETD manages its trust account and sponsor financing while it seeks a business combination.
Another important set of filings relates to NETD’s proposed business combination with e2Companies LLC. The company has reported, via Form 8-K, the entry into a Business Combination Agreement and Plan of Reorganization and, later, the Settlement Agreement and Release dated October 14, 2025. That settlement filing details the issuance of secured promissory notes by e2 to NETD, the dismissal of related litigation, and the mutual termination of the business combination agreement and ancillary documents.
NETD’s definitive proxy statement on Schedule 14A for its extraordinary general meeting held on November 14, 2025 outlines proposed amendments to its second amended and restated memorandum and articles of association and its investment management trust agreement, as well as an adjournment proposal. The proxy materials also discuss the potential consequences if the proposals were not approved, including the possibility that the company could be wound up in accordance with its governing documents.
Subsequent Form 8-K filings and press releases incorporated by reference report the results of that extraordinary general meeting and the decision to redeem all outstanding public Class A ordinary shares because NETD will not consummate an initial business combination within the required time period. These filings describe the expected per-share redemption amount, the anticipated cessation of trading of the public shares, and the expectation that Nasdaq will file a Form 25 to delist NETD’s securities.
On Stock Titan’s filings page, users can access NETD’s SEC documents, including Forms 8-K and proxy statements, and use AI-powered tools to summarize the key terms of settlement agreements, extensions, promissory notes and redemption mechanics. Real-time updates from EDGAR, combined with AI-generated explanations, help readers understand how NETD’s filings address its trust account, sponsor loans, shareholder redemptions, potential trigger event payments from e2, and the planned delisting of its securities.
Nabors Energy Transition Corp. II called an extraordinary general meeting on November 14, 2025 to seek shareholder approval for three items. The Articles Amendment would delete Article 49 (except 49.7) and extend the SPAC’s deadline indefinitely. The IMTA Amendment would permit withdrawals from trust interest of up to $0.50 per non‑redeemed Public Share and up to 100% of interest accrued from the amendment date to pay company fees and expenses. An Adjournment Proposal would allow the meeting to be adjourned if needed.
The company recently entered a $29.23 million settlement with e2Companies, receiving two secured notes of $14.615 million each, maturing on March 31, 2026 (with $3.5 million due by December 31, 2025) and October 14, 2028, plus a potential 6.5% Trigger Event Payment on e2 equity value above $500 million within 24 months. Proceeds are intended to satisfy liabilities and may be distributed pro rata at the Board’s discretion.
Public shareholders may redeem their shares in connection with the Articles Amendment. As of October 23, 2025, the redemption price was about $11.31 based on $155.3 million in the Trust Account. The company expects to be delisted from Nasdaq following redemptions.
Nabors Energy Transition Corp. II (NETD) received a Form 3 initial ownership filing. Funicular Funds, LP, its general partner Cable Car Capital, LP, and Jacob Ma‑Weaver reported beneficial ownership of 1,875,115 Class A Ordinary Shares (Direct). The event date is 10/16/2025.
The reporting persons state they may be deemed to beneficially own more than 10% due to the Fund’s holdings and disclaim beneficial ownership except to the extent of their pecuniary interest.
Nabors Energy Transition Corp. II issued an unsecured promissory note for $250,000 to affiliate Nabors Lux to support an extension of its timeline. The note bears no interest and is due upon the earlier of consummating the initial business combination or liquidation on or before November 19, 2025, subject to the Amended Articles. If a business combination is completed, the company will repay the loan from the Trust Account or, at the Sponsor’s option, convert all or part of the loan into warrants at $1.00 per warrant, identical to the private placement warrants. If no combination occurs, repayment will come only from funds outside the Trust Account.
The board elected to extend the company’s outside date from October 18, 2025 to November 18, 2025 to allow time to solicit shareholders for an upcoming extraordinary general meeting. In connection with the extension, Nabors Lux deposited $250,000 into the Trust Account.
Nabors Energy Transition Corp. II filed an amended preliminary proxy to seek shareholder approval for an indefinite extension of its SPAC timeline and to amend its trust agreement.
The Articles Amendment would delete Article 49 (other than 49.7) to extend the deadline indefinitely. The IMTA Amendment would allow withdrawals from trust interest of up to $0.50 per Public Share not redeemed and up to 100% of interest accrued from the IMTA amendment date to pay Company fees and expenses. A separate Adjournment Proposal is also up for vote.
The filing details an October settlement with e2Companies: e2 issued $29.23 million in secured notes split into two tranches of $14.615 million maturing on March 31, 2026 (with $3.5 million prepayable by December 31, 2025) and October 14, 2028. A Trigger Event within 24 months could require a cash payment equal to 6.5% of e2 equity value above $500 million.
The Sponsor does not intend to fund further monthly extensions. The Company reports about $10.0 million of incurred fees/expenses and $4.1 million in loans. Significant redemptions are expected and could lead to Nasdaq delisting. The Board recommends voting “FOR” all proposals.
Nabors Energy Transition Corp. II (NETD) called an extraordinary meeting to seek shareholder approval for two key changes and a contingency adjournment. The Articles Amendment would delete Article 49 (other than 49.7) and extend the deadline to complete an initial business combination indefinitely. The IMTA Amendment would permit withdrawals from trust-account interest of up to $0.50 per Public Share not redeemed and up to 100% of interest accrued from the amendment date to pay company fees and expenses.
The filing also outlines a $29.23 million settlement with e2Companies via secured notes: $14.615 million due March 31, 2026 (with $3.5 million prepaid by December 31, 2025) and $14.615 million due October 14, 2028, plus contingent repayment mechanics tied to “Payment Events” and a potential 6.5% Trigger Event Payment on e2 equity value above $500 million within 24 months. The sponsor will not fund further monthly extensions.
Public shareholders may redeem for their pro rata trust before the meeting if the Articles Amendment is implemented. The company does not intend to pursue a business combination now and expects post‑redemption Nasdaq delisting if listing standards are no longer met.
Nabors Energy Transition Corp. II (NETD) ended its planned merger with e2Companies and entered a settlement on October 14, 2025. e2 issued a $29.23 million secured promissory note to NETD, split into two $14.615 million notes maturing on March 31, 2026 (with $3.5 million due by December 31, 2025) and October 14, 2028. Certain security interests won’t vest until a priority creditor is repaid. The related lawsuit was dismissed with prejudice and mutual releases were granted.
Repayment is reinforced by proceeds covenants: a change of control accelerates full payment; otherwise, at least 50% of net proceeds above $17.5 million from defined events goes to repay the notes, plus at least 10% of up to $22 million of specified financings through March 31, 2026. If NETD consummates its own business combination before the Second Note matures, the remaining Second Note principal is cancelled, though accrued interest remains payable. A separate Trigger Event Payment requires e2 to pay 6.5% of e2’s equity value above $500 million upon certain listing or change-of-control events within 24 months.
Nabors Energy Transition Corp. II (NETD) Schedule 13G shows that Wolverine Asset Management, LLC and affiliated reporting persons collectively hold 987,310 Class A Ordinary Shares, representing 7.19% of the outstanding Class A shares. The filing states the share count was divided by 13,724,863 total Class A shares outstanding as of August 14, 2025. The reported position is held with shared voting and dispositive power (no sole voting or dispositive power). Wolverine Flagship Fund Trading Limited is identified as having the right to receive dividends or sale proceeds for the shares attributed to WAM. The filing certifies the holdings were acquired in the ordinary course of business and not for the purpose of changing control.
Nabors Energy Transition Corp. II (NETDW) filed an 8-K reporting several related actions dated September 17, 2025. The filing discloses entry into a Material Definitive Agreement and the creation of a direct financial obligation via a promissory note issued to Nabors Lux. The company also reports unregistered sales of equity securities in the form of Units (each Unit = one Class A ordinary share and one-half of one warrant). The filing specifies Class A ordinary shares and warrants exercisable at $11.50 per share. Exhibits include the Promissory Note and a Press Release both dated September 17, 2025. The filing is signed by Anthony G. Petrello as President, CEO and Secretary.