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[SCHEDULE 13G] Oyster Enterprises II Acquisition Corp Units SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G
Rhea-AI Filing Summary

AQR Capital Management and affiliated entities report beneficial ownership of 1,495,000 Class A ordinary shares of Oyster Enterprises II, representing 5.75% of the class. The filing is submitted on Schedule 13G and shows the stake held with shared voting and shared dispositive power across the reporting entities, while AQR Capital Management lists a de minimis sole voting power of one share. The filers certify the shares are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer. The Schedule names three AQR entities as reporting persons.

Positive
  • Beneficial ownership of 1,495,000 Class A shares, representing 5.75% of the class
  • Filed on Schedule 13G with certification the stake is held in the ordinary course and not to influence control
Negative
  • None.

Insights

TL;DR AQR holds a material passive stake (5.75%, 1,495,000 shares), signaling meaningful investor interest without a stated intent to seek control.

The Schedule 13G disclosure confirms the group exceeds the 5% reporting threshold, requiring public disclosure of the position. The filing shows shared voting and dispositive power over 1,495,000 shares, indicating the stake is reported collectively by AQR affiliates. Because this is a 13G rather than a 13D, the reported posture is passive, which limits immediate governance or takeover implications but still represents a sizeable ownership position that could be relevant for market liquidity and future disclosures.

TL;DR Passive 5.75% ownership increases disclosure visibility but the certification reduces short-term governance pressure.

The filing explicitly certifies the holdings were acquired and are held in the ordinary course of business and not to influence control, consistent with a Schedule 13G passive filing. Reporting by multiple affiliated entities with shared voting and dispositive power is noted, which is typical for institutional groups but means governance engagement would require separate, explicit actions or a change in filing status. For issuers, a disclosed >5% holder is material information investors and boards monitor for potential future activism or coordination.






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)






SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G



AQR Capital Management, LLC
Signature:Henry Parkin
Name/Title:Authorized Signatory
Date:08/12/2025
AQR Capital Management Holdings, LLC
Signature:Henry Parkin
Name/Title:Authorized Signatory
Date:08/12/2025
AQR Arbitrage, LLC
Signature:Henry Parkin
Name/Title:Authorized Signatory
Date:08/12/2025
Exhibit Information

AQR Capital Management Holdings, LLC, AQR Capital Management, LLC, and AQR Arbitrage, LLC hereby agree that this Schedule 13G is filed on behalf of each of the parties. AQR Capital Management, LLC is a wholly owned subsidiary of AQR Capital Management Holdings, LLC. AQR Arbitrage, LLC is deemed to be controlled by AQR Capital Management, LLC.

FAQ

How many Oyster Enterprises II (OYSEU) shares does AQR report owning?

AQR reports beneficial ownership of 1,495,000 Class A ordinary shares, equal to 5.75% of the class.

Which AQR entities filed the Schedule 13G for OYSEU?

The filing lists AQR Capital Management, LLC, AQR Capital Management Holdings, LLC, and AQR Arbitrage, LLC as reporting persons.

Does the Schedule 13G indicate AQR intends to influence control of Oyster Enterprises II (OYSEU)?

No. The filers certify the shares are held in the ordinary course of business and were not acquired to change or influence control.

What voting and dispositive powers are reported by AQR for these OYSEU shares?

The filing reports shared voting power of 1,495,000 and shared dispositive power of 1,495,000; AQR Capital Management lists sole voting power of 1 and sole dispositive power of 0.

Under what SEC schedule was the position disclosed for OYSEU?

The position was disclosed on Schedule 13G, which generally indicates a passive holding above the 5% reporting threshold.
Oyster Enterprises II Acquisition Corp.

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