Yorkville International Capital (YICCU) sponsor reports 15,033,000 founder shares

Rhea-AI Filing Summary

Yorkville International Capital Sponsor, LLC filed an initial ownership report for Yorkville International Capital Corp., showing it directly holds 15,033,000 Class B ordinary shares. These Class B shares automatically convert into Class A ordinary shares on a one-for-one basis at the company’s initial business combination, or earlier at the holder’s option, and have no expiration date.

The footnotes explain that these founder shares were acquired under a subscription agreement with the issuer. A related fund, YA II PN, Ltd., holds an economic interest in most of these shares, and Mark Angelo may be deemed a beneficial owner through control entities, though he disclaims beneficial ownership beyond any pecuniary interest.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Yorkville International Capital Sponsor, LLC

Role 10% Owner

Type	Security	Shares	Price	Value
holding	Class B Ordinary Shares	--	--	--

Holdings After Transaction: Class B Ordinary Shares — 15,033,000 shares (Direct)

Footnotes (1)

1. As described in the registration statement on Form S-1 (File No. 333-295912) of Yorkville International Capital Corp. (the "Issuer") under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date. The Class B ordinary shares held by Yorkville International Capital Sponsor, LLC (the "Sponsor") were acquired pursuant to a subscription agreement by and between the Sponsor and the Issuer. YA II PN, Ltd. ("YA II PN") is a member of the Sponsor and holds an economic interest with respect to the majority of the Class B ordinary shares held by the Sponsor. YA II PN is a fund managed by Yorkville Advisors Global, LP ("Yorkville LP"). Yorkville LP is the manager of the Sponsor. Yorkville Advisors Global II, LLC ("Yorkville LLC") is the General Partner of Yorkville LP. Yorkville LLC's President and Managing Member, Mark Angelo, has the authority to make investment decisions for Yorkville II PN. Mr. Angelo, as the managing member of Yorkville LLC, holds voting and investment discretion with respect to the Class B ordinary shares held of record by the Sponsor and may be deemed to have beneficial ownership of the Class B ordinary shares held by the Sponsor. Mr. Angelo disclaims any beneficial ownership of the securities held by the Sponsor other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Key Figures

Class B ordinary shares held: 15,033,000 shares Conversion ratio: 1 Class B share to 1 Class A share Exercise/conversion price: $0.0000 per share +1 more

4 metrics

Class B ordinary shares held 15,033,000 shares Directly held by Yorkville International Capital Sponsor, LLC after reported holding

Conversion ratio 1 Class B share to 1 Class A share Automatic or elective conversion around initial business combination

Exercise/conversion price $0.0000 per share Conversion price for Class B into Class A ordinary shares

Underlying Class A shares 15,033,000 shares Underlying Class A ordinary shares for Class B position

Key Terms

Class B ordinary shares, Class A ordinary shares, initial business combination, founder shares, +2 more

6 terms

Class B ordinary shares financial

"the Class B ordinary shares will automatically convert into Class A ordinary shares"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

Class A ordinary shares financial

"convert into Class A ordinary shares at the time of the Issuer's initial business combination"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

initial business combination financial

"automatically convert into Class A ordinary shares at the time 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.

founder shares financial

"under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert"

Founder shares are the ownership stakes given to the people who start a company, often with extra voting power or protections compared with ordinary shares. For investors, they matter because founders’ control and incentives influence decisions about strategy, hiring, and whether the company sells or stays independent — like a family that keeps majority voting rights in a household decision. High founder ownership can mean stable leadership but also a risk that outside shareholders have less influence.

subscription agreement financial

"were acquired pursuant to a subscription agreement by and between the Sponsor and the Issuer"

A subscription agreement is a legal contract in which an investor agrees to buy a specific number of a company’s shares or other securities under set terms, including price, payment method and conditions for closing the sale. It matters to investors because it legally locks in their purchase and the company’s obligations, determines ownership percentage and any investor rights, and can include conditions or promises that affect future control or returns—like signing a detailed purchase order for equity.

beneficial ownership financial

"may be deemed to have beneficial ownership of the Class B ordinary shares held by the Sponsor"

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.

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FAQ

What insider position is reported in Yorkville International Capital Corp. (YICCU) Form 3?

The Form 3 shows Yorkville International Capital Sponsor, LLC directly holds 15,033,000 Class B ordinary shares. These are founder shares in the SPAC structure, representing a significant ownership stake prior to the company’s initial business combination.

How can Yorkville International Capital Corp. (YICCU) Class B shares convert to Class A shares?

Each Class B ordinary share automatically converts into one Class A ordinary share at the time of the initial business combination. Holders may also elect to convert at any time before that transaction, maintaining a one-for-one conversion ratio as described in the registration statement.

Do the Class B ordinary shares in YICCU have an expiration date?

The Class B ordinary shares have no expiration date. They remain outstanding until converted into Class A ordinary shares, either automatically at the initial business combination or earlier at the option of the holder, according to the described terms.

How were the YICCU Class B founder shares acquired by the sponsor?

The Class B ordinary shares held by Yorkville International Capital Sponsor, LLC were acquired under a subscription agreement with the issuer. This reflects a typical founder share structure used in SPACs to align the sponsor with the company’s future business combination.

Who may be deemed to have beneficial ownership of YICCU sponsor shares?

YA II PN, Ltd. holds an economic interest in most sponsor-held Class B shares, and is managed through Yorkville entities controlled by Mark Angelo. He may be deemed a beneficial owner but disclaims beneficial ownership beyond any pecuniary interest he has in the securities.

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
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1. Name and Address of Reporting Person^*

Yorkville International Capital Sponsor, LLC

(Last) (First) (Middle)

C/O YORKVILLE INTERNATIONAL CAPITAL CORP

1012 SPRINGFIELD AVENUE

(Street)

MOUNTAINSIDE NEW JERSEY 07092

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
06/15/2026

3. Issuer Name and Ticker or Trading Symbol
Yorkville International Capital Corp. [ YICC ]

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)

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

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

X	Form filed by One Reporting Person
	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)	(1)	Class A Ordinary Shares	15,033,000(1)(2)(3)	(1)	D

Explanation of Responses:

1. As described in the registration statement on Form S-1 (File No. 333-295912) of Yorkville International Capital Corp. (the "Issuer") under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.

2. The Class B ordinary shares held by Yorkville International Capital Sponsor, LLC (the "Sponsor") were acquired pursuant to a subscription agreement by and between the Sponsor and the Issuer.

3. YA II PN, Ltd. ("YA II PN") is a member of the Sponsor and holds an economic interest with respect to the majority of the Class B ordinary shares held by the Sponsor. YA II PN is a fund managed by Yorkville Advisors Global, LP ("Yorkville LP"). Yorkville LP is the manager of the Sponsor. Yorkville Advisors Global II, LLC ("Yorkville LLC") is the General Partner of Yorkville LP. Yorkville LLC's President and Managing Member, Mark Angelo, has the authority to make investment decisions for Yorkville II PN. Mr. Angelo, as the managing member of Yorkville LLC, holds voting and investment discretion with respect to the Class B ordinary shares held of record by the Sponsor and may be deemed to have beneficial ownership of the Class B ordinary shares held by the Sponsor. Mr. Angelo disclaims any beneficial ownership of the securities held by the Sponsor other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

	/s/ Matthew Beckman	06/15/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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* Form 3: SEC 1473 (03-26)