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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
July 24, 2026
Cartesian Growth Corporation II
(Exact name of registrant as specified in its
charter)
| Cayman Islands |
001-41378 |
N/A |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(I.R.S. Employer
Identification No.) |
|
505 Fifth Avenue, 15th Floor
New York, New York |
10017 |
| (Address of principal executive offices) |
(Zip Code) |
(212) 461-6363
(Registrant’s telephone number, including
area code)
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| x |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the
Act: None.
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act.
Item 8.01. Other Events.
Postponement of Shareholders
Meeting
Cartesian
Growth Corporation II (the “Company”) has determined to postpone the extraordinary general meeting in lieu of an annual meeting
of the shareholders of the Company (the “Meeting”), initially scheduled to occur on Monday, July 27, 2026 at 10:30 a.m., Eastern
Time, to Thursday, July 30, 2026, at 10:30 a.m., Eastern Time. As previously disclosed, the purpose of the Meeting is to, among other
things, approve an amendment to the Company’s Amended and Restated Memorandum and Articles of Association to extend the date by
which the Company must consummate an initial business combination from August 5, 2026 to August 5, 2027 (the “Extension Proposal”).
The Meeting will be held at the offices of Greenberg Traurig, P.A., located at 333 S.E. 2nd Avenue, Miami, Florida 33131.
The
deadline by which shareholders must exercise their redemption rights in connection with the vote to approve the Extension Proposal at
the Meeting has been extended to Tuesday, July 28, 2026, at 5:00 p.m., Eastern Time, which is two business days prior to the Meeting.
The Company will also accept requests to reverse previously submitted redemption requests until the redemption deadline.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CARTESIAN GROWTH CORPORATION II
| By: |
/s/ Peter Yu |
|
| |
Name: Peter Yu |
|
| |
Title: Chief Executive Officer |
|
Date: July 24, 2026
