TCGX Acquisition Corp. II (TCXB) reported that TCGX Sponsor II, LLC, identified as a 10% owner, acquired 450,000 Class A ordinary shares as a grant or award on October 19, 2026, at a reported $10 per share. The LLC was the record holder and reported 450,000 shares following the transaction. Chen-Ming Yu, identified as the issuer’s Chief Executive Officer, is the LLC’s manager and exercises voting and investment discretion over the shares; he disclaims beneficial ownership except to the extent of his pecuniary interest.
Michael Thomas Henderson, a director of TCGX Acquisition Corp. II (TCXB), reported direct ownership of 30,000 Class B Ordinary Shares on October 19, 2026. The shares will automatically convert into Class A Ordinary Shares on a one-for-one basis, subject to adjustment, immediately before, concurrently with or immediately after the issuer’s initial business combination; they may also convert earlier at his option. The Class B shares have no expiration date.
TCGX Acquisition Corp. II (TCXB) director Mark C. McKenna reported direct ownership of 30,000 Class B Ordinary Shares as of October 19, 2026. The shares are convertible into 30,000 Class A Ordinary Shares on a one-for-one basis, subject to adjustment; conversion may occur immediately before, concurrently with, or immediately after the issuer’s initial business combination, or earlier at his option.
On October 19, 2026, Joshua B. Cohen, a director of TCGX Acquisition Corp. II, reported direct holdings of 30,000 Class B Ordinary Shares. The shares are convertible into 30,000 Class A Ordinary Shares on a one-for-one basis, subject to adjustment. Conversion occurs automatically immediately before, concurrently with, or immediately after the issuer’s initial business combination, or earlier at Mr. Cohen’s option. The Class B Ordinary Shares have no expiration date.
TCGX Acquisition Corp. II (TCXB) completed its initial public offering on October 19, 2026, selling 10,000,000 Class A ordinary shares at $10.00 per share for $100,000,000 in gross proceeds. At the same time, it sold 450,000 Class A ordinary shares to sponsor TCGX Sponsor II, LLC in a private placement at $10.00 per share for $4,500,000.
The company placed $100,000,000 in a U.S.-based trust account. Funds remain there until the earliest of a business combination; specified redemptions, including if it does not complete a business combination within 24 months after the IPO closing, subject to applicable law; or redemptions tied to specified shareholder votes to amend the charter. Interest may be released to pay taxes.
TCGX Acquisition Corp. II intends to focus its search on healthcare and healthcare-related businesses, particularly life sciences and medical technology. IPO investors receive no warrants, and the offering had no over-allotment option. Joshua Cohen, Mark McKenna and Dr. Michael Henderson were appointed independent directors; Chen Yu and Craig Skaling resigned from the board upon IPO completion.
TCGX Acquisition Corp. II (TCXB) is offering 10,000,000 Class A ordinary shares at $10.00 each ($100,000,000 total). It has no target selected and intends to focus on healthcare, especially life sciences and medical technology; IPO buyers receive no warrants. Underwriting discounts and commissions are $4,000,000, leaving $96,000,000 before expenses; $100,000,000 is to be deposited in trust from offering and private-placement proceeds. The company says its sponsor's 2,500,000 founder shares, bought for $25,000 (approximately $0.01 per share), cause immediate material dilution to public shareholders.
TCGX Sponsor II, LLC has agreed to buy 450,000 private-placement shares for $4,500,000 at the offering closing. The company plans a forward purchase agreement with TCG Crossover Fund III, LP for a minimum 2,000,000 shares at $10.00 each ($20,000,000), concurrent with a business combination and subject to Fund III investment-committee approval before a definitive agreement. Public shareholders may redeem at a per-share amount based on the trust account, subject to a 15% group limit without prior consent. If no business combination is completed within 24 months after the offering closes, or another period set by amendment, the company will redeem 100% of public shares under the stated terms.
TCGX Acquisition Corp. II (TCXB) has 2,410,000 Class B Ordinary Shares reported as held of record by TCGX Sponsor II, LLC as of October 15, 2026. The shares automatically convert into Class A Ordinary Shares one-for-one, subject to adjustment, immediately prior to, concurrently with or immediately following consummation of the issuer’s initial business combination, or earlier at the Reporting Person’s option; they have no expiration date. Chen-Ming Yu, TCGX Acquisition Corp. II’s Chief Executive Officer and the LLC’s manager, exercises voting and investment discretion over the shares and disclaims beneficial ownership except to the extent of his pecuniary interest.