Glazer Capital (SCII) discloses 8.61% Class A stake in Schedule 13G

Rhea-AI Filing Summary

SC II Acquisition Corp. received a Schedule 13G reporting that Glazer Capital, LLC and its managing member Paul J. Glazer beneficially own 1,485,000 Class A ordinary shares, representing 8.61% of the class as of 12/31/2025.

The shares are held through Glazer Capital-managed funds, with shared voting and dispositive power over all reported shares and no sole power. The filers state the securities were acquired and are held in the ordinary course of business, not to change or influence control of the company.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

SC II Acquisition Corp.

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G7866D128

(CUSIP Number)

12/31/2025

(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)

SCHEDULE 13G

CUSIP No. G7866D128

1

Names of Reporting Persons

Glazer Capital, 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 1,485,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,485,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,485,000.00

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)

8.61 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP No. G7866D128

1

Names of Reporting Persons

Paul J. Glazer

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 1,485,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,485,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,485,000.00

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)

8.61 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: SC II Acquisition Corp.
(b)	Address of issuer's principal executive offices: 575 Fifth Avenue, 14th Floor, New York, NY 10017
Item 2.
(a)	Name of person filing: This statement is filed by: (i) Glazer Capital, LLC, a Delaware limited liability company ("Glazer Capital"), with respect to the shares of Common Stock (as defined in Item 2(d)) held by certain funds and managed accounts to which Glazer Capital serves as investment manager (collectively, the "Glazer Funds"); and (ii) Mr. Paul J. Glazer ("Mr. Glazer"), who serves as the Managing Member of Glazer Capital, with respect to the shares of Common Stock held by the Glazer Funds. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock (as defined in Item 2(d)) reported herein.
(b)	Address or principal business office or, if none, residence: The address of the business office of each of the Reporting Persons is 250 West 55th Street, Suite 30A, New York, New York 10019.
(c)	Citizenship: Glazer Capital is a Delaware limited liability company. Mr. Glazer is a United States citizen.
(d)	Title of class of securities: Class A ordinary shares, par value $0.0001 per share
(e)	CUSIP No.: G7866D128
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: 1,485,000
(b)	Percent of class: 8.61%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 1,485,000
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 1,485,000
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 Item 2. Glazer Capital Enhanced Master Fund, Ltd., a Glazer Fund, has the right to receive or the power to direct the receipt of the proceeds from the sale of more than 5% of the shares of Common Stock outstanding.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
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 acquired and are held in the ordinary course of business and 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.

Glazer Capital, LLC

Signature:	Paul J. Glazer
Name/Title:	Paul J. Glazer, Managing Member
Date:	02/12/2026

Paul J. Glazer

Signature:	Paul J. Glazer
Name/Title:	Paul J. Glazer
Date:	02/12/2026

FAQ

What stake in SCII does Glazer Capital report in this Schedule 13G?

Glazer Capital reports beneficial ownership of 1,485,000 SC II Acquisition Corp. Class A ordinary shares, equal to 8.61% of the class. The position is held through Glazer Capital-managed funds with shared voting and dispositive power over all reported shares.

Who are the reporting persons in the SCII Schedule 13G filing?

The reporting persons are Glazer Capital, LLC, a Delaware investment adviser, and Paul J. Glazer, its Managing Member. They report beneficial ownership of shares held by certain Glazer Capital funds and managed accounts, collectively referred to as the Glazer Funds in the filing.

How much voting power does Glazer Capital have over SCII shares?

The filing states Glazer Capital and Paul J. Glazer have 0 sole voting power and 1,485,000 shares of shared voting power. They also report the same amount of shared dispositive power, reflecting joint authority over the reported SC II Acquisition Corp. shares.

Are Glazer Capital’s SCII shares intended to influence control of the company?

The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of SC II Acquisition Corp., nor in connection with any transaction having that purpose or effect.

Which Glazer fund holds more than 5% of SCII’s outstanding shares?

The filing notes that Glazer Capital Enhanced Master Fund, Ltd., one of the Glazer Funds, has the right to receive or direct the receipt of proceeds from the sale of more than 5% of SC II Acquisition Corp.’s outstanding Class A ordinary shares.

What class of SCII securities is covered by this Schedule 13G?

The Schedule 13G covers Class A ordinary shares of SC II Acquisition Corp., each with a par value of $0.0001 per share, identified by CUSIP G7866D128. The reported beneficial ownership and percentage relate specifically to this class.