Southport Acquisition Corp. II: 666,667 shares surrendered

Class B shares convert one-for-one to Class A at or immediately after the initial business combination, or earlier at the holder's option, subject to adjustments.

Rhea-AI Filing Summary

Southport Acquisition Corp. II (PORT) was the recipient of 666,667 Class B Ordinary Shares surrendered by Southport Acquisition Sponsor II LLC for no consideration on October 19, 2026. The Sponsor's reported indirect position afterward was 7,000,000 Class B Ordinary Shares. The shares were held by the Sponsor; Southport Sponsor Management II, LLC is the Sponsor's managing member, and Jeb Spencer, the issuer's Chairman, Chief Executive Officer and Chief Financial Officer, is that entity's managing member. Southport Sponsor Management II, LLC and Jeb Spencer each disclaim beneficial ownership except to the extent of any pecuniary interest.

Insider Trade Summary

Other: 666,667 shares

Other 1 txn

Insider SPENCER JEB S., SOUTHPORT SPONSOR MANAGEMENT II, LLC

Role CEO and CFO | 10% Owner

Type	Security	Shares	Price	Value
Other	Class B Ordinary Shares F1, F2, F3	666,667	--	--

Holdings After Transaction: Class B Ordinary Shares — 7,000,000 contracts (Indirect, See Footnotes)

Footnotes (3)

1. F1. As described in the Registration Statement on Form S-1 (File No. 333-298104) of Southport Acquisition Corp. II (the "Issuer") under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of our initial business combination or earlier at the option of the holder on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.
2. F2. As contemplated in connection with the initial public offering of the Issuer, as a result of the underwriters' decision to forfeit their right to exercise the remaining portion of the over-allotment option, 666,667 Class B Ordinary Shares were surrendered by Southport Acquisition Sponsor II LLC (the "Sponsor") to the Issuer for no consideration.
3. F3. Represents shares held by the Sponsor. Southport Sponsor Management II, LLC is the managing member of the Sponsor and controls the management of the Sponsor, including the exercise of voting and investment discretion over the securities held by the Sponsor. The managing member of Southport Sponsor Management II, LLC is Jeb Spencer, the issuer's Chairman, Chief Executive Officer and Chief Financial Officer. Southport Sponsor Management II, LLC and Jeb Spencer each disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

Key Figures

Class B Ordinary Shares surrendered: 666,667 shares Reported indirect Class B Ordinary Shares after transaction: 7,000,000 shares Class B-to-Class A conversion ratio: 1-for-1

3 metrics

Class B Ordinary Shares surrendered 666,667 shares Southport Acquisition Sponsor II LLC surrendered the shares on October 19, 2026.

Reported indirect Class B Ordinary Shares after transaction 7,000,000 shares Position reported following the October 19, 2026 transaction.

Class B-to-Class A conversion ratio 1-for-1 Conversion is tied to the initial business combination or may occur earlier at the holder's option, subject to certain adjustments.

Key Terms

initial business combination, over-allotment option, pecuniary interest

3 terms

initial business combination financial

"consummation of our initial business combination"

An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.

over-allotment option financial

"remaining portion of the over-allotment option"

An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.

pecuniary interest regulatory

"to the extent of any pecuniary interest they may have therein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many PORT shares did Southport Acquisition Sponsor II LLC surrender?

Southport Acquisition Sponsor II LLC surrendered 666,667 Class B Ordinary Shares to Southport Acquisition Corp. II for no consideration on October 19, 2026. Its reported indirect position afterward was 7,000,000 Class B Ordinary Shares.

When do PORT Class B Ordinary Shares convert to Class A?

Class B Ordinary Shares automatically convert into Class A Ordinary Shares concurrently with or immediately following consummation of the initial business combination, or earlier at the holder's option, on a one-for-one basis, subject to certain adjustments.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/21/2026 - 09:46 PM EDT Accepted by SEC EDGAR 10/21/2026 - 09:45 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SPENCER JEB S.

(Last) (First) (Middle)

C/O SOUTHPORT ACQUISITION CORP. II

8 BOLLING PLACE

(Street)

GREENWICH CONNECTICUT 06830

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Southport Acquisition Corp. II [ PORT.U ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Ordinary Shares	(1)	10/19/2026		J(2)			666,667(2)	(1)	(1)	Class A Ordinary Shares	666,667	(2)	7,000,000	I(3)	See Footnotes(3)

1. Name and Address of Reporting Person^*

SPENCER JEB S.

(Last) (First) (Middle)

C/O SOUTHPORT ACQUISITION CORP. II

8 BOLLING PLACE

(Street)

GREENWICH CONNECTICUT 06830

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and CFO

1. Name and Address of Reporting Person^*

SOUTHPORT SPONSOR MANAGEMENT II, LLC

(Last) (First) (Middle)

8 BOLLING PLACE

(Street)

GREENWICH CONNECTICUT 06830

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. As described in the Registration Statement on Form S-1 (File No. 333-298104) of Southport Acquisition Corp. II (the "Issuer") under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of our initial business combination or earlier at the option of the holder on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.

2. As contemplated in connection with the initial public offering of the Issuer, as a result of the underwriters' decision to forfeit their right to exercise the remaining portion of the over-allotment option, 666,667 Class B Ordinary Shares were surrendered by Southport Acquisition Sponsor II LLC (the "Sponsor") to the Issuer for no consideration.

3. Represents shares held by the Sponsor. Southport Sponsor Management II, LLC is the managing member of the Sponsor and controls the management of the Sponsor, including the exercise of voting and investment discretion over the securities held by the Sponsor. The managing member of Southport Sponsor Management II, LLC is Jeb Spencer, the issuer's Chairman, Chief Executive Officer and Chief Financial Officer. Southport Sponsor Management II, LLC and Jeb Spencer each disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

	/s/ Jeb Spencer	10/21/2026
	Southport Sponsor Management II, LLC, By: /s/ Jeb Spencer, Managing Member of Southport Sponsor Management II, LLC	10/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)