Vine Hill Capital Investment Corp. II ownership disclosure: RP Investment Advisors and affiliated funds jointly report beneficial ownership positions on a Schedule 13G.
The filing shows RP Investment Advisors (through affiliated funds) has shared voting and dispositive power over 1,250,000 Class A ordinary shares representing 5.4% of the class. The filing also lists RP Select Opportunities Master Fund Ltd.584,605 shares (2.5%), RP Debt Opportunities Fund Ltd.200,755 shares (0.9%), RP Alternative Global Bond Fund398,520 shares (1.7%), and RP Alternative Credit Opportunities Fund66,120 shares (0.3%). The percentages are based on 23,000,000 Ordinary Shares outstanding as of January 30, 2026.
Positive
None.
Negative
None.
Insights
Concentrated holdings disclosed by RP Investment Advisors and affiliated funds; no change-of-control signal in this filing.
The statement lists specific share counts and percentages: 1,250,000 shares (5.4%) under shared power for RP Investment Advisors and several fund-level holdings including 584,605 shares (2.5%). These figures are explicitly tied to January 30, 2026 and the Issuer's Form 10-Q reference.
Ownership is reported as shared voting/dispositive power. The filing includes a joint filing agreement and standard disclaimers about group status; timing and any future transactions are not specified in the excerpt.
Disclosure clarifies voting/dispositive powers and group filing; it documents holdings but does not state intent or transactional plans.
The cover entries show shared voting and dispositive power across multiple RP entities, with percent-of-class figures computed from 23,000,000 shares outstanding as of January 30, 2026. Signatures are provided by Richard Pilosof representing RP Investment Advisors LP.
Because the filing contains standard caveats that it is not an admission of beneficial ownership under Section 13(d)/(g), the practical implication is informational; any material change would require future filings.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Vine Hill Capital Investment Corp. II
(Name of Issuer)
Class A ordinary shares, $0.0001 par value
(Title of Class of Securities)
G9709D109
(CUSIP Number)
02/13/2026
(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.
G9709D109
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 Class A ordinary shares, $0.0001 par value ("Ordinary Shares") of Vine Hill Capital Investment Corp. II (the "Issuer") outstanding as of January 30, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended September 30, 2025, filed with the U.S. Securities and Exchange Commission (the "SEC") on February 2, 2026.
SCHEDULE 13G
CUSIP No.
G9709D109
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
584,605.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
584,605.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
584,605.00
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)
2.5 %
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 Ordinary Shares of the Issuer outstanding as of January 30, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended September 30, 2025, filed with the SEC on February 2, 2026.
SCHEDULE 13G
CUSIP No.
G9709D109
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
200,755.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
200,755.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
200,755.00
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)
0.9 %
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 Ordinary Shares of the Issuer outstanding as of January 30, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended September 30, 2025, filed with the SEC on February 2, 2026.
SCHEDULE 13G
CUSIP No.
G9709D109
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
398,520.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
398,520.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
398,520.00
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)
1.7 %
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 Ordinary Shares of the Issuer outstanding as of January 30, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended September 30, 2025, filed with the SEC on February 2, 2026.
SCHEDULE 13G
CUSIP No.
G9709D109
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
66,120.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
66,120.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
66,120.00
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)
0.3 %
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 Ordinary Shares of the Issuer outstanding as of January 30, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended September 30, 2025, filed with the SEC on February 2, 2026.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Vine Hill Capital Investment Corp. II
(b)
Address of issuer's principal executive offices:
500 E. BROWARD BLVD., SUITE 900, FORT LAUDERDALE, FL, 33394
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:
Class A ordinary shares, $0.0001 par value
(e)
CUSIP No.:
G9709D109
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:
02/23/2026
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:
02/23/2026
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:
02/23/2026
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:
02/23/2026
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 does RP Investment Advisors report in VHCP?
RP Investment Advisors reports shared power over 1,250,000 Class A ordinary shares (5.4%). The percentage is calculated using 23,000,000 Ordinary Shares outstanding as of January 30, 2026, per the filing's cited Form 10-Q.
How many shares does RP Select Opportunities Master Fund Ltd. hold in VHCP?
RP Select Opportunities Master Fund Ltd. holds 584,605 shares (2.5%). That percentage is based on 23,000,000 shares outstanding as of January 30, 2026, as stated in the filing's cover-page comments.
Does the Schedule 13G filing state RP intends to acquire control of VHCP?
No intent to acquire control is stated in the filing. The filing includes standard disclaimers that it should not be construed as an admission of beneficial ownership or group action under Section 13(d)/(g).
What is the basis for the percent-of-class calculations in the VHCP filing?
Percentages are based on 23,000,000 Ordinary Shares outstanding as of January 30, 2026. The filing cites the Issuer's Form 10-Q for the period ended September 30, 2025, filed on February 2, 2026, as the source.
Who signed the VHCP Schedule 13G filed by RP entities?
Richard Pilosof signed on behalf of RP Investment Advisors LP. The document shows multiple identical signatures dated 02/23/2026 for the joint filing.
