Pono Capital Four, Inc.’s SEC filings document its SPAC structure, Nasdaq-listed securities, and material events following its initial public offering. The filings identify the company as a Cayman Islands exempted company and emerging growth company, and describe units consisting of one Class A ordinary share and one share right to receive one-fifth of one Class A ordinary share.
The company’s Form 8-K disclosures cover offering-related events, securities registered under PONOU, PONO, and PONOR, separate trading of unit components, capital-structure matters, governance status, and other SPAC disclosures related to its initial business-combination mandate.
Pono Capital Four, Inc. is conducting an initial public offering of 12,000,000 units at $10.00 per unit for an aggregate public offering of $120,000,000, with a 45-day underwriter option to purchase up to 1,800,000 additional units. Each unit consists of one Class A ordinary share and one Share Right to receive one-fifth of a Class A ordinary share upon consummation of an initial business combination.
The offering includes a simultaneous private placement of 190,000 private placement units for $1,900,000 (including a 30,000-unit commitment by a Private Placement Investor). Proceeds of $120.0 million (or $138.0 million if the over-allotment is exercised) will be placed in a U.S.-based trust account. The sponsor, Mehana Ventures LLC, holds 5,914,286 Class B founder shares purchased for an aggregate $25,000, creating immediate dilution; founder shares convert to Class A on a one-for-one basis (subject to anti-dilution adjustments). The company has 18 months from closing to complete an initial business combination.
Pono Capital Four, Inc. director and CEO Dustin M. Shindo filed an initial ownership report showing indirect control over 5,550,650 Class B ordinary shares through the sponsor Mehana Ventures LLC. These Class B shares will automatically convert into Class A ordinary shares on a one-for-one basis upon the company’s initial business combination, and up to 771,429 of them may be forfeited if the over-allotment option for the IPO is not fully exercised. The sponsor originally purchased 7,392,857 Class B shares for $25,000, of which 1,468,571 were forfeited and 363,636 founder shares were transferred to institutional investors in a private placement closing simultaneously with the IPO. Shindo, as manager of the sponsor’s managing member, has voting and dispositive power over the sponsor’s shares but disclaims beneficial ownership except for any pecuniary interest.