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. II is asking shareholders to approve an extension of the deadline to complete its initial business combination from September 9, 2026 to September 9, 2027, amend its charter accordingly, ratify WithumSmith+Brown, PC as auditor for 2026, and permit a meeting adjournment if needed.
Holders of the 23,000,000 publicly held Class A ordinary shares may redeem some or all shares in connection with the extension for cash equal to their pro rata share of the funds in the trust account. As of July 28, 2026, this equaled approximately $10.83 per share, based on about $249.2 million in the trust.
If the extension is not approved and no business combination closes by September 9, 2026, Andretti plans to redeem all public shares and liquidate, leaving warrants worthless. The company also highlights risks of high redemptions, the need for additional financing to complete a deal, and potential Nasdaq trading suspension and delisting if no business combination is completed within 36 months of its IPO registration statement effectiveness.
Andretti Acquisition Corp. II is calling a special shareholder meeting on August 28, 2026 to vote on three proposals. The main item is an Extension Amendment to push the deadline to complete its initial business combination from September 9, 2026 to September 9, 2027 (or an earlier date set by the board). Holders of Class A Public Shares may redeem all or part of their shares for cash equal to their pro rata portion of the funds in the SPAC’s trust account, regardless of how they vote.
If the extension is not approved and no business combination is completed by September 9, 2026, the company will cease operations except for winding up, redeem 100% of Public Shares for the cash held in the trust (less taxes and up to $100,000 for dissolution expenses), and then liquidate, while warrants expire worthless. Shareholders will also vote on ratifying WithumSmith+Brown, PC as auditor for 2026 and on a potential adjournment of the meeting if more time is needed to secure votes for the extension.
Barclays PLC reported beneficial ownership of 1,663,200 shares of Andretti Acquisition Corp -A common stock, representing 7.00% of the class as disclosed on 03/31/2026 and amended in this Schedule 13G/A signed 05/14/2026. The filing lists sole voting and dispositive power over these shares and identifies Barclays Bank PLC and Barclays Capital Inc. as related subsidiaries.
Andretti Acquisition Corp. II filed its quarterly report for the period ended March 31, 2026, showing it remains a pre‑revenue SPAC earning interest on IPO proceeds while searching for a merger target.
The company reported net income of $1.84 million for the quarter, driven by $2.15 million of interest on marketable securities held in its Trust Account, partially offset by $0.31 million of general and administrative costs. Cash outside the Trust Account was $150,516, and working capital showed a modest surplus.
The Trust Account held $246.41 million, or $10.71 per public share, all classified as Class A ordinary shares subject to possible redemption. A previously signed business combination agreement with StoreDot Ltd. was mutually terminated in February 2026, leaving the company again seeking a target.
Management discloses that limited liquidity outside the Trust Account and a mandatory liquidation deadline of September 9, 2026 raise substantial doubt about the company’s ability to continue as a going concern if no business combination is completed.
The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC filed an amendment to a Schedule 13G disclosing shared voting and dispositive power over certain Class A ordinary shares of Andretti Acquisition Corp II.
The filing lists 1,143,349 Class A ordinary shares with shared voting and dispositive power and shows a 4.8% ownership percentage on the cover page tied to 03/31/2026. The filing includes a joint filing agreement and exhibits identifying Goldman Sachs & Co. LLC as the subsidiary through which the parent holding company may be deemed to beneficially own the shares. Signature dates on the amendment are 04/23/2026.
Andretti Acquisition Corp. entered into amended and restated promissory notes with three related parties, increasing total available funding for working capital to $4,375,000. The revised principal amounts are $2,100,000 for William J. Sandbrook, $875,000 for Michael Andretti and $1,400,000 for William M. Brown.
The notes are unsecured, bear no interest and are due on the earlier of the company’s initial business combination or its liquidation. If no business combination occurs, repayment will come only from funds held outside the IPO trust account. Up to $1,500,000 of principal may be converted, at the payees’ option and subject to conditions, into units at $10.00 per unit, each unit consisting of one Class A ordinary share and one-half of one redeemable warrant, on the date of the business combination.
Andretti Acquisition Corp. II reports a Schedule 13G showing shared beneficial ownership of 1,344,311 Class A Ordinary Shares. The filing states that Wolverine Asset Management, LLC, Wolverine Holdings, LLC, Christopher L. Gust and Robert R. Bellick each have voting and dispositive power over 1,344,311 shares, representing 5.66% of the Class A outstanding shares.
The percentage uses a denominator of 23,760,000 shares outstanding as of March 24, 2026. The filing notes that Wolverine Flagship Fund Trading Limited has the right to receive dividends or sale proceeds for the covered shares. Signatures are dated April 15, 2026.
Andretti Acquisition Corp. filed its annual report describing its status as a blank check company still seeking a Business Combination. The SPAC raised $230,000,000 in its IPO and placed $231,150,000 in a trust account, with a pro rata redemption value of about $10.58 per public share as of December 31, 2025.
The company’s prior merger agreement with StoreDot was terminated in February 2026, and all related agreements were released. Andretti must complete an initial Business Combination by September 9, 2026 or liquidate and return trust funds to public shareholders. Management discloses substantial doubt about the company’s ability to continue as a going concern because of the deadline and the need to secure a suitable transaction and any required financing.
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.