Andretti Acquisition Corp. II (POLE) has a new large shareholder disclosure showing that investment entities associated with Linden Capital and Siu Min (Joe) Wong report beneficial ownership of its Class A Ordinary Shares.
Andretti Acquisition Corp. II (POLE) has a new large shareholder disclosure showing that investment entities associated with Linden Capital and Siu Min (Joe) Wong report beneficial ownership of its Class A Ordinary Shares. As of September 9, 2026, Linden Advisors LP and Mr. Wong may each be deemed the beneficial owner of 1,000,000 Class A shares, consisting of 960,111 shares held by Linden Capital L.P. and 39,889 shares held in one or more separately managed accounts. Linden Capital and its general partner, Linden GP LLC, may each be deemed the beneficial owner of the 960,111 shares.
The filing states that this represents approximately 7.3% of the Class A shares outstanding for Linden Advisors and Mr. Wong and approximately 7.0% for Linden Capital and Linden GP. All reporting persons have shared, and no sole, voting and dispositive power over these shares.
Positive
None.
Negative
None.
Key Figures
Shares beneficially owned by Linden Advisors LP and Siu Min (Joe) Wong:1,000,000 sharesShares held by Linden Capital L.P.:960,111 sharesShares held by Managed Accounts:39,889 shares+4 more
7 metrics
Shares beneficially owned by Linden Advisors LP and Siu Min (Joe) Wong1,000,000 sharesClass A Ordinary Shares as of September 9, 2026
Shares held by Linden Capital L.P.960,111 sharesPortion of the 1,000,000 shares attributed to Linden Advisors and Mr. Wong
Shares held by Managed Accounts39,889 sharesHeld in one or more separately managed accounts as part of the 1,000,000 total
Ownership percentage of Linden Advisors LP and Siu Min (Joe) Wong7.3%Percent of POLE Class A Ordinary Shares outstanding as of September 9, 2026
Ownership percentage of Linden Capital L.P. and Linden GP LLC7.0%Percent of POLE Class A Ordinary Shares outstanding as of September 9, 2026
Shared voting and dispositive power (Linden Capital and Linden GP)960,111 sharesShared voting and shared dispositive power; 0 shares with sole power
Shared voting and dispositive power (Linden Advisors and Mr. Wong)1,000,000 sharesShared voting and shared dispositive power; 0 shares with sole power
"may be deemed the beneficial owner of 1,000,000 Shares"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
shared voting powerfinancial
"Shared power to vote or to direct the vote"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
dispositive powerfinancial
"power to dispose or to direct the disposition of"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
separately managed accountsfinancial
"39,889 Shares held by the Managed Accounts"
A separately managed account is an investment portfolio owned by a single investor but professionally managed to that investor’s specific goals and preferences, rather than pooled with other clients’ money. It matters to investors because it offers greater customization, tax control and transparency—like hiring a personal chef instead of eating from a shared buffet—though it often requires higher minimums and can have different fee and liquidity implications.
Schedule 13Gregulatory
"This Statement is filed on behalf of each of the following persons"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What ownership stake in POLE do Linden Advisors and Siu Min (Joe) Wong report?
Linden Advisors LP and Siu Min (Joe) Wong each may be deemed the beneficial owner of 1,000,000 Class A shares of Andretti Acquisition Corp. II (POLE), representing approximately 7.3% of the Class A Ordinary Shares outstanding as of September 9, 2026.
How many POLE shares are held by Linden Capital L.P. versus managed accounts?
The reported 1,000,000 POLE Class A shares consist of 960,111 shares held by Linden Capital L.P. and 39,889 shares held by one or more separately managed accounts, all of which are attributed to Linden Advisors LP and Siu Min (Joe) Wong as beneficial owners.
What percentage of POLE does Linden Capital L.P. and Linden GP LLC beneficially own?
Linden Capital L.P. and Linden GP LLC may each be deemed the beneficial owner of 960,111 POLE Class A shares, representing approximately 7.0% of the Class A Ordinary Shares outstanding as of September 9, 2026.
Do the Linden reporting persons have sole or shared voting power over POLE shares?
All reporting persons disclose 0 shares with sole voting power and shared voting power over the reported holdings: 960,111 shares for Linden Capital and Linden GP, and 1,000,000 shares for Linden Advisors and Siu Min (Joe) Wong.
What dispositive power over POLE shares do the reporting persons disclose?
The reporting persons state they have 0 shares with sole dispositive power and shared dispositive power over the same amounts as voting power: 960,111 shares for Linden Capital and Linden GP, and 1,000,000 shares for Linden Advisors and Siu Min (Joe) Wong.
Whose accounts hold the POLE shares reported in this Schedule 13G?
The POLE Class A shares are held for the account of Linden Capital L.P. and one or more separately managed accounts. Linden Advisors LP acts as investment manager or advisor to these accounts, and Siu Min (Joe) Wong is the principal owner and controlling person of Linden Advisors and Linden GP.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Andretti Acquisition Corp. II
(Name of Issuer)
Class A Ordinary Shares, par value $0.0001 per share
(Title of Class of Securities)
G26745102
(CUSIP Number)
09/09/2026
(Date of Event Which Requires Filing of this Statement)
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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
G26745102
1
Names of Reporting Persons
Linden Capital L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
BERMUDA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
960,111.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
960,111.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
960,111.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.0 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
G26745102
1
Names of Reporting Persons
Linden GP LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
960,111.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
960,111.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
960,111.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.0 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
G26745102
1
Names of Reporting Persons
Linden Advisors LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,000,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,000,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,000,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.3 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP Number(s):
G26745102
1
Names of Reporting Persons
Siu Min Wong
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,000,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,000,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,000,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.3 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Andretti Acquisition Corp. II
(b)
Address of issuer's principal executive offices:
100 Kimball Place, Suite 550, Alpharetta, GA 30009
Item 2.
(a)
Name of person filing:
This Statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons")
i) Linden Capital L.P., a Bermuda limited partnership ("Linden Capital");
ii) Linden GP LLC, a Delaware limited liability company ("Linden GP");
iii) Linden Advisors LP, a Delaware limited partnership ("Linden Advisors"); and
iv) Siu Min (Joe) Wong ("Mr. Wong").
This Statement relates to Class A Ordinary Shares, par value $0.0001 per share (the "Shares") of Andretti Acquisition Corp. II (the "Issuer") held for the account of Linden Capital and one or more separately managed accounts (the "Managed Accounts"). Linden GP is the general partner of Linden Capital and, in such capacity, may be deemed to beneficially own the Shares held by Linden Capital. Linden Advisors is the investment manager of Linden Capital and trading advisor or investment advisor for the Managed Accounts. Mr. Wong is the principal owner and controlling person of Linden Advisors and Linden GP. In such capacities, Linden Advisors and Mr. Wong may each be deemed to beneficially own the Shares held by Linden Capital and the Managed Accounts.
(b)
Address or principal business office or, if none, residence:
The principal business address for Linden Capital is Victoria Place, 31 Victoria Street, Hamilton HM10, Bermuda. The principal business address for each of Linden Advisors, Linden GP and Mr. Wong is 590 Madison Avenue, 32nd Floor, New York, New York 10022.
(c)
Citizenship:
i) Linden Capital is a Bermuda limited partnership.
ii) Linden GP is a Delaware limited liability company.
iii) Linden Advisors is a Delaware limited partnership.
iv) Mr. Wong is a citizen of China (Hong Kong) and the United States.
(d)
Title of class of securities:
Class A Ordinary Shares, par value $0.0001 per share
(e)
CUSIP Number(s):
G26745102
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of September 9, 2026, each of Linden Advisors and Mr. Wong may be deemed the beneficial owner of 1,000,000 Shares. This amount consists of 960,111 Shares held by Linden Capital and 39,889 Shares held by the Managed Accounts. As of September 9, 2026 each of Linden GP and Linden Capital may be deemed the beneficial owner of the 960,111 Shares held by Linden Capital.
(b)
Percent of class:
As of September 9, 2026 each of Linden Advisors and Mr. Wong may be deemed the beneficial owner of approximately 7.3% of Shares outstanding, and each of Linden GP and Linden Capital may be deemed the beneficial owner of approximately 7.0% of Shares outstanding.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Linden Capital and Linden GP: 0
Linden Advisors and Mr. Wong: 0
(ii) Shared power to vote or to direct the vote:
Linden Capital and Linden GP: 960,111
Linden Advisors and Mr. Wong: 1,000,000
(iii) Sole power to dispose or to direct the disposition of:
Linden Capital and Linden GP: 0
Linden Advisors and Mr. Wong: 0
(iv) Shared power to dispose or to direct the disposition of:
Linden Capital and Linden GP: 960,111
Linden Advisors and Mr. Wong: 1,000,000
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See disclosure in Items 2 and 4 hereof.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See disclosure in Item 2 hereof.
Item 8.
Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Exhibit A attached hereto.
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Linden Capital L.P.
Signature:
/S/ Saul Ahn
Name/Title:
Saul Ahn, Authorized Signatory
Date:
09/11/2026
Linden GP LLC
Signature:
/S/ Saul Ahn
Name/Title:
Saul Ahn, Authorized Signatory
Date:
09/11/2026
Linden Advisors LP
Signature:
/S/ Saul Ahn
Name/Title:
Saul Ahn, General Counsel
Date:
09/11/2026
Siu Min Wong
Signature:
/S/ Saul Ahn
Name/Title:
Saul Ahn, Attorney-in-Fact for Siu Min Wong**
Date:
09/11/2026
Comments accompanying signature: **Duly authorized under Siu Min Wong's Power of Attorney, dated June 10, 2019, incorporated herein by reference to Exhibit B of the statement on Schedule 13G filed by Linden Capital L.P. on June 19, 2019 in respect of its holdings in Haymaker Acquisition Corp II.
