STOCK TITAN

Starlink AI (OTAI) sponsor JKapital adds 4,750 units in private placement

Filing Impact
(Neutral)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Starlink AI Acquisition Corp disclosed that its sponsor entity, JKapital Ltd., jointly reporting with CEO and director Liu Yiheng (Gus), made open-market purchases tied to its stake in the company. JKapital bought 4,750 Units at $10.00 each in a private placement concurrent with the underwriters’ over-allotment closing.

Each Unit consists of one Ordinary Share and one Right, with each Right automatically converting into one-fourth of an Ordinary Share upon completion of Starlink AI’s initial business combination. Following these transactions, the reporting parties hold 3,101,250 Ordinary Shares and 226,250 Rights, including earlier holdings and the new Units, some of which are subject to potential forfeiture based on the over-allotment terms.

Positive

  • None.

Negative

  • None.
Insider JKapital Ltd., Liu Yiheng (Gus)
Role null | Chief Executive Officer
Bought 9,500 shs ($48K)
Type Security Shares Price Value
Purchase Right 4,750 $0.00 --
Purchase Ordinary Shares 4,750 $10.00 $48K
Holdings After Transaction: Right — 226,250 shares (Direct, null); Ordinary Shares — 3,101,250 shares (Direct, null)
Footnotes (1)
  1. This report is filed jointly by (i) JKapital Ltd., a British Virgin Islands business company (the "Sponsor"), and (ii) Liu Yiheng (Gus), sole director of the Sponsor who beneficially owns 100.0% of the Sponsor's equity interests. Reflects 4,750 units (each, a "Unit" and collectively, the "Units") of Starlink AI Acquisition Corporation (the "Issuer") purchased by the Sponsor in a private placement concurrent with the over-allotment option exercised by the underwriters which closed on May 27, 2026. Each Unit consists of (i) one ordinary share, par value $0.0001 per share of the Issuer (each, an "Ordinary Share" and collectively, the "Ordinary Shares") and (ii) one right that entitles the holder thereof to receive one-fourth (1/4) of one Ordinary Share upon consummation of the Issuer's initial business combination (each, a "Right"). Each Right will automatically convert into one-fourth (1/4) of one Ordinary Share upon the Issuer's consummation of an initial business combination. Includes (i) 2,875,000 Ordinary Shares previously reported by the Reporting Persons in the Form 3s filed by the Reporting Persons on May 7, 2026, (ii) 221,500 Ordinary Shares included in the 221,500 Units previously reported by the Reporting Persons in the Form 4 filed by the Reporting Persons on May 11, 2026, and (iii) 4,750 Ordinary Shares included in the 4,750 Units acquired by the Reporting Persons in the transaction reported herein. Includes 375,000 Ordinary Shares that are subject to forfeiture depending on the extent of the underwriter's over-allotment exercise, as described in the Issuer's registration statement on Form S-1 (File No. 333-292878).
Units purchased 4,750 Units Private placement concurrent with over-allotment closing on May 27, 2026
Purchase price per Unit $10.00 per Unit Open-market/private transaction reported on Form 4
Ordinary Shares after transaction 3,101,250 Ordinary Shares Total holdings following reported transactions
Rights after transaction 226,250 Rights Total Rights holdings following reported transactions
Underlying shares from new Rights 1,187 Ordinary Shares Each of 4,750 Rights converts into one-fourth of one share
private placement financial
"Units of Starlink AI Acquisition Corporation purchased by the Sponsor in a private placement concurrent with the over-allotment option"
A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.
over-allotment option financial
"private placement concurrent with the over-allotment option exercised by the underwriters which closed on May 27, 2026"
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.
initial business combination financial
"one Right that entitles the holder to receive one-fourth of one Ordinary Share upon consummation 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.
Ordinary Shares financial
"one ordinary share, par value $0.0001 per share of the Issuer (each, an "Ordinary Share" and collectively, the "Ordinary Shares")"
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.
Right financial
"one right that entitles the holder thereof to receive one-fourth of one Ordinary Share upon consummation of the Issuer's initial business combination (each, a "Right")"
subject to forfeiture financial
"Includes 375,000 Ordinary Shares that are subject to forfeiture depending on the extent of the underwriter's over-allotment exercise"
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*
JKapital Ltd.

(Last)(First)(Middle)
C/O STARLINK AI ACQUISITION CORPORATION,
605W W 42ND STREET

(Street)
NEW YORK NEW YORK 10036

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Starlink AI Acquisition Corp [ OTAI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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
Ordinary Shares(1)05/27/2026P4,750A$103,101,250(2)(3)(4)D
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
Right(2)05/27/2026P4,750 (2) (2)Ordinary Shares1,187$0226,250D
1. Name and Address of Reporting Person*
JKapital Ltd.

(Last)(First)(Middle)
C/O STARLINK AI ACQUISITION CORPORATION,
605W W 42ND STREET

(Street)
NEW YORK NEW YORK 10036

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Liu Yiheng (Gus)

(Last)(First)(Middle)
605W W 42ND STREET

(Street)
NEW YORK NEW YORK 10036

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
Explanation of Responses:
1. This report is filed jointly by (i) JKapital Ltd., a British Virgin Islands business company (the "Sponsor"), and (ii) Liu Yiheng (Gus), sole director of the Sponsor who beneficially owns 100.0% of the Sponsor's equity interests.
2. Reflects 4,750 units (each, a "Unit" and collectively, the "Units") of Starlink AI Acquisition Corporation (the "Issuer") purchased by the Sponsor in a private placement concurrent with the over-allotment option exercised by the underwriters which closed on May 27, 2026. Each Unit consists of (i) one ordinary share, par value $0.0001 per share of the Issuer (each, an "Ordinary Share" and collectively, the "Ordinary Shares") and (ii) one right that entitles the holder thereof to receive one-fourth (1/4) of one Ordinary Share upon consummation of the Issuer's initial business combination (each, a "Right"). Each Right will automatically convert into one-fourth (1/4) of one Ordinary Share upon the Issuer's consummation of an initial business combination.
3. Includes (i) 2,875,000 Ordinary Shares previously reported by the Reporting Persons in the Form 3s filed by the Reporting Persons on May 7, 2026, (ii) 221,500 Ordinary Shares included in the 221,500 Units previously reported by the Reporting Persons in the Form 4 filed by the Reporting Persons on May 11, 2026, and (iii) 4,750 Ordinary Shares included in the 4,750 Units acquired by the Reporting Persons in the transaction reported herein.
4. Includes 375,000 Ordinary Shares that are subject to forfeiture depending on the extent of the underwriter's over-allotment exercise, as described in the Issuer's registration statement on Form S-1 (File No. 333-292878).
JKapital Ltd., By: /s/ Liu Yiheng (Gus), Sole Director05/27/2026
Liu Yiheng (Gus), By: /s/ Liu Yiheng (Gus)05/27/2026
** 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)

FAQ