Welcome to our dedicated page for Andretti Acquisition II-A SEC filings (Ticker: POLE), 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.
Andretti Acquisition Corp. II (NASDAQ: POLE) files reports with the U.S. Securities and Exchange Commission as a Cayman Islands exempted company and emerging growth company in the shell companies category. Its SEC filings provide detailed information on its structure as a blank check company, its listed securities, and the contractual terms that govern its capital and financing arrangements.
On this page, you can review filings such as current reports on Form 8-K, which describe material definitive agreements and other significant events. For example, an 8-K dated October 15, 2025 reports that Andretti Acquisition Corp. II issued unsecured promissory notes to certain members of its leadership and advisory group. The filing explains that the proceeds may be used for working capital, that the notes bear no interest, and that they are due upon the earlier of the company’s initial business combination or its liquidation.
The same 8-K also outlines how, if unpaid before the business combination, the principal on these notes may be converted at the payees’ option into units of the company at a specified conversion price. Each conversion unit consists of one Class A ordinary share and one-half of one redeemable warrant, and these securities are entitled to registration rights under a referenced registration rights agreement. Other filings identify the company’s registered securities, including units (POLEU), Class A ordinary shares (POLE), and redeemable warrants (POLEW), and confirm their listing on The Nasdaq Stock Market LLC.
Stock Titan’s SEC filings page surfaces these documents with AI-powered summaries that highlight key terms, such as warrant exercise prices, trust account treatment, conversion features, and the nature of any direct financial obligations. This helps readers quickly understand how Andretti Acquisition Corp. II structures its capital and what conditions apply as it seeks to complete an initial business combination.
Andretti Acquisition Corp. terminated its Business Combination Agreement with StoreDot Ltd. and related parties on February 17, 2026. The parties executed a Termination and Release Agreement pursuant to Section 8.1(a) of the BCA, causing the BCA and all Ancillary Agreements to terminate and be of no further force or effect.
The agreement also includes mutual releases of liabilities and damages relating to the transaction documents and the proposed transactions. A copy of the Termination and Release Agreement is attached as Exhibit 10.1.
Andretti Acquisition Corp. II filed that it has mutually terminated its previously announced Business Combination Agreement with StoreDot Ltd. and related entities, which had been signed on December 3, 2025. On February 17, 2026, all parties entered into a Termination and Release Agreement, ending the deal and all related ancillary agreements.
Under this new agreement, each party released the others from any liabilities or damages related to the transaction documents, any breaches, and the proposed business combination. As a result, the planned merger structure involving Pubco, SPAC Merger Sub, and Company Merger Sub will no longer proceed under the terminated terms.
Andretti Acquisition Corp. II received an updated ownership report from a group of LMR-affiliated investment managers and individuals. As of December 31, 2025, the reporting persons beneficially owned 1,350,000 Class A ordinary shares, equal to 5.7% of the outstanding Class A shares, based on 23,760,000 shares outstanding as of November 10, 2025.
The shares are held through LMR Multi-Strategy Master Fund Limited and LMR CCSA Master Fund Ltd, each owning 675,000 Class A shares. Each fund also holds warrants to purchase 425,000 additional Class A shares at $11.50 per share, exercisable starting 30 days after the issuer’s initial business combination. The filers certify the holdings are in the ordinary course of business and not for the purpose of changing or influencing control.
Andretti Acquisition Corp. II received an amended Schedule 13G from several Bank of Montreal entities stating they no longer own any of the company’s Class A ordinary shares. As of the reported date, each reporting person lists 0 shares beneficially owned, representing 0% of the class.
The filing covers Bank of Montreal, Bank of Montreal Holding Inc., BMO Nesbitt Burns Inc., and Bank of Montreal Europe Public Limited Company. Each reports no sole or shared voting power and no sole or shared power to dispose of Andretti Acquisition Corp. shares, confirming they now hold less than 5% of the company’s outstanding Class A stock.
Barclays PLC has disclosed a significant ownership position in Andretti Acquisition Corp -A common stock. As of December 31, 2025, Barclays reports beneficial ownership of 1,192,484 shares, representing 5.01 % of the outstanding common stock.
Barclays has sole voting and dispositive power over 1,142,484 shares and shared voting and dispositive power over an additional 50,000 shares. The firm states the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the company.
Andretti Acquisition Corp. II (POLE) filed its quarterly report for the period ended September 30, 2025. The SPAC reported net income of $2,230,406 for the quarter and $6,783,612 year-to-date, driven by $2,501,400 quarterly interest earned on U.S. Treasury investments held in its trust.
Total assets were $242,309,629, including a trust balance of $241,927,472 (or $10.52 per Public Share). Cash outside the trust was $207,470 with a working capital surplus of $288,062. There were 23,000,000 Class A shares subject to redemption and 5,750,000 Class B shares outstanding; 11,880,000 warrants were outstanding. Deferred underwriting fees totaled $9,775,000.
Management disclosed that the combination deadline is September 9, 2026, and the liquidity position and mandatory liquidation within one year of issuance of the statements raise substantial doubt about going concern. Subsequent events include unsecured promissory notes authorized up to $1,500,000 for working capital, of which $200,000 was drawn.
Andretti Acquisition Corp. II entered into three unsecured, interest-free promissory notes for working capital. On October 14, 2025, the company issued notes to William J. Sandbrook for $720,000, Michael Andretti for $300,000, and William M. Brown for $480,000. The notes are due upon the earlier of the company’s initial business combination or its liquidation.
If no business combination occurs, repayment will come only from funds outside the IPO trust account, if any. At the payees’ option and subject to conditions, any unpaid principal may convert on the business combination date into company units at $10.00 per unit, with each unit consisting of one Class A ordinary share and one-half of one redeemable warrant. These securities carry registration rights under a September 5, 2024 agreement. A failure to pay within one business day of maturity is an event of default. The issuance relied on the Section 4(a)(2) exemption.