RP Investment Advisors LP and affiliated funds filed a Schedule 13G disclosing shared voting and dispositive power over Units of Spartacus Acquisition Corp. II. The filing shows 1,250,000 Units (5.4%) attributable to RP Investment Advisors LP and additional holdings by affiliated funds: 737,000 Units (3.2%), 148,150 Units (0.6%), 272,250 Units (1.2%), and 92,600 Units (0.4%).
The percentages are calculated from 23,000,000 Units outstanding as of February 12, 2026, each Unit consisting of one Class A ordinary share and one-third of one redeemable warrant. The filing is a joint statement and notes that RP Investment Advisors LP is the investment advisor to the funds and may be deemed to beneficially own the securities.
Positive
None.
Negative
None.
Insights
Disclosure clarifies aggregate ownership and voting relationships among RP-affiliated entities.
The filing lists shared voting and dispositive power of 1,250,000 Units held through affiliated accounts; percentages reference February 12, 2026 and an outstanding base of 23,000,000 Units. The statement is presented as a joint filing by the advisor and four funds.
Key dependencies include the advisor’s role and the funds’ records; the filing explicitly preserves that these statements should not be construed as admissions of beneficial ownership under Sections 13(d)/13(g). Subsequent disclosures could clarify any group status or changes in holdings.
Holdings are moderate relative to the outstanding Units and are disclosed at single-digit percentages.
The largest reported position is 1,250,000 Units (5.4%) for RP Investment Advisors LP (shared power). Other fund positions range from 92,600 Units (0.4%) to 737,000 Units (3.2%), all measured against 23,000,000 Units outstanding as of February 12, 2026.
These holdings do not, by themselves, indicate control; impact depends on future trading or coordinated actions, which are not disclosed here.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Spartacus Acquisition Corp. II
(Name of Issuer)
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant
(Title of Class of Securities)
G8303R126
(CUSIP Number)
02/12/2026
(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.
G8303R126
1
Names of Reporting Persons
RP Investment Advisors LP
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
CANADA (FEDERAL LEVEL)
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,250,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,250,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,250,000.00
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)
5.4 %
12
Type of Reporting Person (See Instructions)
IA, PN, FI
Comment for Type of Reporting Person: The figure in Item 11 is based upon 23,000,000 units ("Units") of Spartacus Acquisition Corp. II (the "Issuer"), each consisting of one Class A ordinary share, par value $0.0001 per share (an "Ordinary Share") and one third of one redeemable warrant, outstanding as of February 12, 2026, as disclosed in the Current Report on Form 8-K of the Issuer filed with the U.S. Securities and Exchange Commission (the "SEC") on February 17, 2026.
SCHEDULE 13G
CUSIP No.
G8303R126
1
Names of Reporting Persons
RP Select Opportunities Master Fund Ltd.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
737,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
737,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
737,000.00
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)
3.2 %
12
Type of Reporting Person (See Instructions)
FI
Comment for Type of Reporting Person: The figure in Item 11 is based upon 23,000,000 Units, each consisting of one Ordinary Share and one third of one redeemable warrant, outstanding as of February 12, 2026, as disclosed in the Current Report on Form 8-K of the Issuer filed with the SEC on February 17, 2026.
SCHEDULE 13G
CUSIP No.
G8303R126
1
Names of Reporting Persons
RP Debt Opportunities Fund Ltd.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
148,150.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
148,150.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
148,150.00
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)
0.6 %
12
Type of Reporting Person (See Instructions)
FI
Comment for Type of Reporting Person: The figure in Item 11 is based upon 23,000,000 Units, each consisting of one Ordinary Share and one third of one redeemable warrant, outstanding as of February 12, 2026, as disclosed in the Current Report on Form 8-K of the Issuer filed with the SEC on February 17, 2026.
SCHEDULE 13G
CUSIP No.
G8303R126
1
Names of Reporting Persons
RP Alternative Global Bond Fund
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
CANADA (FEDERAL LEVEL)
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
272,250.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
272,250.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
272,250.00
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)
1.2 %
12
Type of Reporting Person (See Instructions)
FI
Comment for Type of Reporting Person: The figure in Item 11 is based upon 23,000,000 Units, each consisting of one Ordinary Share and one third of one redeemable warrant, outstanding as of February 12, 2026, as disclosed in the Current Report on Form 8-K of the Issuer filed with the SEC on February 17, 2026.
SCHEDULE 13G
CUSIP No.
G8303R126
1
Names of Reporting Persons
RP Alternative Credit Opportunities Fund
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
CANADA (FEDERAL LEVEL)
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
92,600.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
92,600.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
92,600.00
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)
0.4 %
12
Type of Reporting Person (See Instructions)
FI
Comment for Type of Reporting Person: The figure in Item 11 is based upon 23,000,000 Units, each consisting of one Ordinary Share and one third of one redeemable warrant, outstanding as of February 12, 2026, as disclosed in the Current Report on Form 8-K of the Issuer filed with the SEC on February 17, 2026.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Spartacus Acquisition Corp. II
(b)
Address of issuer's principal executive offices:
C/O SPARTACUS ACQUISITION CORP. II, 3800 N LAMAR BLVD SUITE 200, AUSTIN, TX, 78756
Item 2.
(a)
Name of person filing:
This statement is jointly filed by and on behalf of each of RP Investment Advisors LP, RP Select Opportunities Master Fund Ltd., RP Debt Opportunities Fund Ltd., RP Alternative Global Bond Fund, and RP Alternative Credit Opportunities Fund. RP Select Opportunities Master Fund Ltd., RP Debt Opportunities Fund Ltd., RP Alternative Global Bond Fund, and RP Alternative Credit Opportunities Fund (the "Funds") are the record and direct beneficial owners of the securities covered by this statement. RP Investment Advisors LP is the investment advisor of, and may be deemed to beneficially own securities owned by, the Funds.
Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement.
Each of the reporting persons may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for the purposes of Section 13(d) or 13(g) of the Act. Each of the reporting persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the reporting persons is 39 Hazelton Avenue, Toronto, Ontario, Canada, M5R 2E3.
(c)
Citizenship:
See Item 4 on the cover page(s) hereto.
(d)
Title of class of securities:
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant
(e)
CUSIP No.:
G8303R126
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:
See Item 9 on the cover page(s) hereto.
(b)
Percent of class:
See Item 11 on the cover page(s) hereto.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Item 5 on the cover page(s) hereto.
(ii) Shared power to vote or to direct the vote:
See Item 6 on the cover page(s) hereto.
(iii) Sole power to dispose or to direct the disposition of:
See Item 7 on the cover page(s) hereto.
(iv) Shared power to dispose or to direct the disposition of:
See Item 8 on the cover page(s) hereto.
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.
Not Applicable
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 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.
RP Investment Advisors LP
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
Date:
02/20/2026
RP Select Opportunities Master Fund Ltd.
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
Date:
02/20/2026
RP Debt Opportunities Fund Ltd.
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
Date:
02/20/2026
RP Alternative Global Bond Fund
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
Date:
02/20/2026
RP Alternative Credit Opportunities Fund
Signature:
/s/ Richard Pilosof
Name/Title:
Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
What ownership stake did RP Investment Advisors report in Spartacus Acquisition Corp. II (TMTSU)?
RP Investment Advisors reported shared voting/dispositive power over 1,250,000 Units (5.4%). The percentage is based on 23,000,000 Units outstanding as of February 12, 2026 and is disclosed in the joint Schedule 13G.
How many Units do RP-affiliated funds hold collectively in Spartacus Acquisition Corp. II?
The filing lists individual holdings of 1,250,000; 737,000; 272,250; 148,150; and 92,600 Units. These figures are individual positions reported by each affiliated fund or the advisor.
What is the composition of a Unit for Spartacus Acquisition Corp. II as used in the filing?
Each Unit consists of one Class A ordinary share and one-third of one redeemable warrant. The filing uses this Unit definition to calculate percentages against the 23,000,000 Units outstanding.
Does the filing state RP Investment Advisors directly beneficially owns the reported Units?
The filing states RP Investment Advisors LP may be deemed to beneficially own securities of the funds but explicitly disclaims that the filing is an admission of beneficial ownership under Sections 13(d)/13(g).
What date is used as the reference for outstanding Units in the Schedule 13G?
The percentages are calculated using 23,000,000 Units outstanding as of February 12, 2026, as disclosed in the Issuer’s Form 8-K filed February 17, 2026.
