TCGX Acquisition Corp. II sponsor holds 2.41M shares

The Class B shares convert one-for-one, subject to adjustment, immediately before, concurrently with or immediately after the initial business combination.

Rhea-AI Filing Summary

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.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Yu Chen-Ming, TCGX Sponsor II, LLC

Role Chief Executive Officer | 10% Owner

Type	Security	Shares	Price	Value
holding	Class B Ordinary Shares F1, F2	--	--	--

Holdings After Transaction: Class B Ordinary Shares — 2,410,000 contracts (Indirect, See footnote)

Footnotes (2)

1. F1. The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares immediately prior to, concurrently with or immediately following the consummation 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. F2. TCGX Sponsor II, LLC is the record holder of the shares reported herein. Chen Yu is the manager of TCGX Sponsor II, LLC and exercises voting and investment discretion over the securities held of record by TCGX Sponsor II, LLC. Mr. Yu disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Key Figures

Class B Ordinary Shares: 2,410,000 shares Underlying Class A Ordinary Shares: 2,410,000 shares Conversion ratio: One-for-one basis

3 metrics

Class B Ordinary Shares 2,410,000 shares Held of record by TCGX Sponsor II, LLC as of October 15, 2026

Underlying Class A Ordinary Shares 2,410,000 shares Underlying the reported Class B Ordinary Shares

Conversion ratio One-for-one basis Subject to adjustment

Key Terms

initial business combination, beneficial ownership, pecuniary interest

3 terms

initial business combination financial

"consummation of the Issuer's initial business combination"

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.

beneficial ownership regulatory

"disclaims beneficial ownership of such securities"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"except to the extent of his pecuniary interest therein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many TCXB Class B shares are reported?

TCGX Sponsor II, LLC is reported as the record holder of 2,410,000 Class B Ordinary Shares as of October 15, 2026.

How do TCXB Class B shares convert?

The Class B Ordinary Shares automatically convert into Class A Ordinary Shares on a one-for-one basis, subject to adjustment, immediately prior to, concurrently with or immediately following consummation of the initial business combination. They may convert earlier at the Reporting Person’s option and have no expiration date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/20/2026 - 08:09 PM EDT Accepted by SEC EDGAR 10/15/2026 - 09:18 PM EDT Learn about SEC filing dates

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Yu Chen-Ming

(Last) (First) (Middle)

C/O TCGX ACQUISITION CORP. II

245 LYTTON AVE., SUITE 350

(Street)

PALO ALTO CALIFORNIA 94301

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
10/15/2026

3. Issuer Name and Ticker or Trading Symbol
TCGX Acquisition Corp. II [ TCXB ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Ordinary Shares	(1)	(1)	Class A Ordinary Shares	2,410,000	(1)	I	See footnote(2)

1. Name and Address of Reporting Person^*

Yu Chen-Ming

(Last) (First) (Middle)

C/O TCGX ACQUISITION CORP. II

245 LYTTON AVE., SUITE 350

(Street)

PALO ALTO CALIFORNIA 94301

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

1. Name and Address of Reporting Person^*

TCGX Sponsor II, LLC

(Last) (First) (Middle)

TCGX ACQUISITION CORP. II

245 LYTTON AVE., SUITE 350

(Street)

PALO ALTO CALIFORNIA 94301

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares immediately prior to, concurrently with or immediately following the consummation 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. TCGX Sponsor II, LLC is the record holder of the shares reported herein. Chen Yu is the manager of TCGX Sponsor II, LLC and exercises voting and investment discretion over the securities held of record by TCGX Sponsor II, LLC. Mr. Yu disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Remarks:

Exhibit Index - Exhibit No. EX-24.1 Power of Attorney

	/s/ Casey Cwynar, Attorney-in-Fact for Chen Yu	10/15/2026
	TCGX Sponsor II, LLC, By: Chen Yu, Manager, /s/ Casey Cwynar, Attorney-in-Fact for Chen Yu	10/15/2026
	** Signature of Reporting Person	Date
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 5 (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 3: SEC 1473 (03-26)