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RRE Ventures (RREVU) director awarded 250,000 warrants and Class B shares

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

RRE Ventures Acquisition Corp. director Bruce Bernstein reported receiving equity awards in the form of warrants and Class B Ordinary Shares. On May 1, 2026, he was granted 250,000 warrants at $1.00 per warrant, each exercisable into one Class A Ordinary Share at a conversion price of $11.50 per share, bringing his warrant holdings to 250,000. Earlier awards of Class B Ordinary Shares on March 2, 2026 for 40,000 shares and on March 25, 2026 for 75,000 shares increased his Class B holdings to 115,000. The Class B shares automatically convert into Class A Ordinary Shares on a one-for-one basis at the time of the company’s initial business combination, or earlier at his option, while the private placement warrants become exercisable 30 days after that business combination and expire five years later.

Positive

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Negative

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Insider Bernstein Bruce
Role null
Type Security Shares Price Value
Grant/Award Warrant 250,000 $1.00 $250K
Grant/Award Class B Ordinary Shares 75,000 $0.00 --
Grant/Award Class B Ordinary Shares 40,000 $0.00 --
Holdings After Transaction: Warrant — 250,000 shares (Direct, null); Class B Ordinary Shares — 115,000 shares (Direct, null)
Footnotes (1)
  1. The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares at the time of the Issuer's initial business combination, or at any time prior thereto at the option of the Reporting Person, on a one-for-one basis, subject to adjustment, and have no expiration date. These securities were previously reported on a Form 3 filed by the Reporting Person. The private placement warrants will become exercisable 30 days after the completion of the Issuer's initial business combination and will expire five years after the completion of the Issuer's initial business combination or earlier upon liquidation.
Warrants granted 250,000 warrants at $1.00 Grant on May 1, 2026; private placement warrants
Warrant exercise price $11.50 per share Conversion price into Class A Ordinary Shares
Class B shares grant 1 40,000 Class B Ordinary Shares Grant on March 2, 2026
Class B shares grant 2 75,000 Class B Ordinary Shares Grant on March 25, 2026; total Class B 115,000 after grant
Class B conversion ratio 1:1 into Class A Automatic at initial business combination or earlier at option
Class B Ordinary Shares financial
"The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares at the time of the Issuer's initial business combination"
Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.
private placement warrants financial
"The private placement warrants will become exercisable 30 days after the completion of the Issuer's initial business combination"
Private placement warrants are tradable coupons given directly to a limited group of investors that let the holder buy a company's shares at a fixed price before a set expiration date. They matter to investors because they can provide extra upside if the stock rises and give companies a way to raise money outside a public offering, but they also can increase the number of shares outstanding (dilution) and therefore affect share value and investor returns.
initial business combination financial
"at the time of the Issuer's initial business combination, or at any time prior thereto at the option of the Reporting Person"
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.
Form 3 regulatory
"These securities were previously reported on a Form 3 filed by the Reporting Person."
Form 3 is the initial public filing that officers, directors and large shareholders must submit to report their ownership of a company’s securities when they become insiders. It acts like an opening inventory sheet that gives investors a starting point to see who holds significant stakes and to spot later trades or potential conflicts of interest, helping assess insider confidence and transparency.
SEC Form 4
FORM 4UNITED 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*
Bernstein Bruce

(Last)(First)(Middle)
5355 TOWN CENTER ROAD

(Street)
BOCA RATON FLORIDA 33486

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
RRE Ventures Acquisition Corp. [ RREV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Ordinary Shares(1)03/02/2026A40,000 (1) (1)Class A Ordinary Shares40,000$040,000(2)D
Class B Ordinary Shares(1)03/25/2026A75,000 (1) (1)Class A Ordinary Shares75,000$0115,000(2)D
Warrant$11.505/01/2026A250,000 (3) (3)Class A Ordinary Shares250,000$1250,000D
Explanation of Responses:
1. The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares at the time of the Issuer's initial business combination, or at any time prior thereto at the option of the Reporting Person, on a one-for-one basis, subject to adjustment, and have no expiration date.
2. These securities were previously reported on a Form 3 filed by the Reporting Person.
3. The private placement warrants will become exercisable 30 days after the completion of the Issuer's initial business combination and will expire five years after the completion of the Issuer's initial business combination or earlier upon liquidation.
/s/ Philip Kassin, Attorney-in-Fact05/05/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transactions did Bruce Bernstein report at RRE Ventures Acquisition Corp. (RREVU)?

Bruce Bernstein reported awards of warrants and Class B Ordinary Shares. He received 250,000 warrants and a total of 115,000 Class B shares, all held directly, giving him rights to future Class A Ordinary Shares upon conversion or exercise.

How many warrants did Bruce Bernstein receive from RRE Ventures Acquisition Corp. (RREVU)?

He was granted 250,000 private placement warrants at $1.00 per warrant. Each warrant is exercisable into one Class A Ordinary Share at an exercise price of $11.50 per share, starting 30 days after the initial business combination and expiring five years later.

What Class B Ordinary Share awards did Bruce Bernstein receive from RRE Ventures (RREVU)?

He received 40,000 Class B Ordinary Shares on March 2, 2026 and 75,000 on March 25, 2026. After these grants, he held 115,000 Class B shares, which are convertible into Class A Ordinary Shares on a one-for-one basis.

How do Bruce Bernstein’s Class B shares in RRE Ventures (RREVU) convert into Class A shares?

The Class B Ordinary Shares automatically convert into Class A Ordinary Shares at the time of RRE Ventures’ initial business combination. They may also convert earlier at Bernstein’s option, on a one-for-one basis, with no expiration date on this conversion right.

When can Bruce Bernstein exercise his RRE Ventures (RREVU) private placement warrants?

The private placement warrants become exercisable 30 days after completion of RRE Ventures’ initial business combination. They expire five years after that business combination or earlier if the company is liquidated, limiting the time window for exercising those warrants into Class A shares.