SPACSphere Acquisition Corp. received a new ownership disclosure showing that a group of Harraden Circle investment entities and Frederick V. Fortmiller, Jr. collectively beneficially own 1,579,032 shares of Class A common stock, representing 9.15% of the class as of the reported date.
The filing states that all voting and dispositive authority over these shares is shared rather than sole. The reporting persons certify that the securities were not acquired to change or influence control of the company, indicating a passive investment stance under Schedule 13G.
SPACSphere Acquisition Corp. director reports no holdings
Mark Platshon, a director of SPACSphere Acquisition Corp., filed an initial ownership report stating that he does not beneficially own any of the company’s securities. The filing lists no non-derivative or derivative holdings and shows no transactions or indirect ownership relationships.
SPACSphere Acquisition Corp. received a passive ownership report showing that Feis Equities LLC and Lawrence M. Feis beneficially own 1,542,704 Class A ordinary shares. This represents 8.94% of the class, based on 17,250,000 Class A shares outstanding as of February 9, 2026.
The reporting persons have sole voting and sole dispositive power over these 1,542,704 shares, with no shared voting or dispositive power. They certify that the securities were not acquired and are not held for the purpose of changing or influencing control of SPACSphere Acquisition Corp.
SPACSphere Acquisition Corp.’s director, CFO and 10% owner Soumen Das filed an initial ownership report showing an indirect interest in 5,250,000 Class B “Founder Shares”. These Class B ordinary shares are held by SPACSphere Sponsor LLC and are convertible into Class A ordinary shares on a one-for-one basis in connection with the company’s initial business combination or earlier at the holder’s option. The filing explains that SPACSphere Sponsor LLC originally held 5,750,000 Founder Shares and transferred 500,000 to direct institutional investors at a private placement closing, and that various managing members, including entities associated with Das, may share voting and investment discretion while disclaiming beneficial ownership beyond any pecuniary interest.
SPACSphere Acquisition Corp. director Magnus Ryde filed an initial Form 3 stating he currently holds no securities of the company. The filing lists him as a director and confirms that there are no non-derivative or derivative securities beneficially owned, and no insider transactions reported.
SPACSphere Acquisition Corp. completed its initial public offering of 17,250,000 units at $10.00 per unit, generating gross proceeds of $172,500,000. Each unit includes one Class A ordinary share, one-half of one redeemable warrant, and one right to receive one-fifth of one Class A ordinary share.
The company also sold 279,465 private placement units and 768,529 restricted Class A ordinary shares for $2,794,650 in a private offering exempt from registration. A total of $172,500,000 from the IPO and private placements was deposited into a U.S.-based trust account, to be used for a future business combination or returned to public shareholders if no deal is completed within 15 months of the IPO closing.
SPACSphere Acquisition Corp. director Kathleen C. Cuocolo filed an initial Form 3 beneficial ownership report in connection with the company’s securities. The filing states that no securities of SPACSphere Acquisition Corp. are beneficially owned.
SPACSphere Acquisition Corp. director, CEO and chairman Bala Padmakumar filed an initial ownership statement showing indirect beneficial ownership of 5,250,000 Class B ordinary "Founder Shares" through SPACSphere Sponsor LLC. These Class B shares automatically convert into Class A ordinary shares on a one-for-one basis upon, or prior to, the initial business combination.
The Sponsor initially held 5,750,000 Founder Shares and sold or transferred 500,00 Founder Shares to direct institutional investors in a private placement that closed with the IPO. Padmakumar and SPACCatalyst LLC are the sole managing members of the Sponsor and hold voting and investment discretion, while SPACCatalyst LLC and the individual managers disclaim beneficial ownership except to the extent of any pecuniary interest.
SPACSphere Acquisition Corp. is offering 15,000,000 units at $10.00 per unit in an initial public offering to raise $150,000,000 (or $172,500,000 if the 2,250,000-unit over-allotment is exercised). Each unit contains one Class A ordinary share, one-half warrant, and one Share Right (one-fifth of a share upon a business combination). Proceeds (including the over-allotment if exercised) will be deposited into a U.S. trust account.
The sponsor paid $25,000 for 5,750,000 founder (Class B) shares (~$0.004 per share). Public shareholders may redeem shares in connection with an initial business combination. The SPAC must complete a business combination within 15 months, subject to up to two three-month extensions by shareholder vote. The prospectus discloses immediate pro forma dilution to public investors of approximately 98.90% and detailed private placement and anti-dilution provisions that may materially increase dilution.
SPACSphere Acquisition Corp. filed an 8-K describing governance changes tied to its initial public offering. Upon the effectiveness of its Form S-1 on January 30, 2026, Kathleen Cuocolo, Magnus Ryde, and Mark Platshon joined the board alongside existing directors Bala Padmakumar and Soumen Das.
The board determined that Cuocolo, Ryde, and Platshon qualify as independent under Nasdaq and Exchange Act standards. Cuocolo and Platshon were also designated as audit committee financial experts. All three will serve on the audit and compensation committees, with Cuocolo chairing the audit committee and Ryde chairing the compensation committee.
On the same date, the company adopted an Amended and Restated Memorandum and Articles of Association, previously conditionally approved by shareholders, in connection with its IPO. This updated governing document is filed as an exhibit and incorporated by reference.