[Form 4] Yorkville Acquisition Corp. Unit Insider Trading Activity

Rhea-AI Filing Summary

Yorkville Acquisition Sponsor LLC, the sponsor and a 10% beneficial owner of Yorkville Acquisition Corp. (ticker: YORKU), filed a Form 4 dated 07/02/2025 covering transactions on 06/30/2025. The filing shows the sponsor purchased 351,825 Private Placement Units in connection with the SPAC’s initial public offering. Each unit contains one Class A ordinary share and one-third of a redeemable warrant. The purchase price was $10.00 per unit, representing an aggregate cash outlay of $3,518,250. After the transaction the sponsor directly owns 351,825 Class A ordinary shares, with indirect control attributed to YA II PN, Ltd., Yorkville Advisors Global LP and related entities.
No derivative transactions were reported other than the warrants embedded in the units, and the filing does not indicate any dispositions. Signature was provided by Leslie Brault under power of attorney. Because this is a customary sponsor purchase contemporaneous with the IPO, the transaction neither changes public float nor signals a change in strategic direction; it primarily documents statutory insider ownership.

Insights

Securities Analyst

TL;DR: Routine sponsor purchase at IPO; neutral valuation impact.

The sponsor’s $3.52 million investment for 351,825 private units mirrors standard SPAC structures where insiders buy placement units to fund offering costs and align incentives. The purchase price equals the SPAC’s unit offering price, implying no premium or discount. Ownership is classified as direct and pushes the sponsor above the 10% threshold, but does not dilute existing public shareholders because the units were issued concurrently with the IPO. No earnings data or operational guidance accompanies the filing, so the disclosure is largely procedural.

Corporate Governance Expert

TL;DR: Filing confirms standard insider alignment; no governance red flags.

The hierarchical disclosure—YA II PN, Yorkville Advisors Global LP, and Mark Angelo—clarifies control and helps investors track who can influence merger decisions. The sponsor’s purchase is typical, providing capital for underwriting fees and signaling commitment to eventual business-combination success. No dispositions, pledges, or unusual control provisions are noted, and the sponsor’s disclaimer of pecuniary interest beyond actual ownership aligns with SEC guidance. Overall impact on governance risk profile is neutral.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Yorkville Acquisition Sponsor LLC

(Last) (First) (Middle)

C/O YORKVILLE ACQUISITION CORP.

1012 SPRINGFIELD AVENUE

(Street)

MOUNTAINSIDE NJ 07092

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Yorkville Acquisition Corp. [ YORKU ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A ordinary shares	06/30/2025		P		351,825	A	(1)	351,825(2)	D(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Simultaneously with the consummation of Yorkville Acquisition Corp.'s (the "Issuer") initial public offering, Yorkville Acquisition Sponsor LLC (the "Sponsor") purchased 351,825 Private Placement Units, each consisting of (i) one Class A ordinary share and (ii) one-third of one redeemable warrant, at a price of $10.00 per placement unit, or $3,518,250 in the aggregate.

2. Reflects the 351,825 Class A ordinary shares underlying the Private Placement Units.

3. YA II PN, Ltd. ("YA II PN") is the sole managing member of the Sponsor and holds voting and investment discretion over the securities held by the Sponsor. YA II PN is managed by Yorkville Advisors Global, LP ("Yorkville LP"), whose General Partner is Yorkville Advisors Global II, LLC ("Yorkville LLC"). All investment decisions for YA II PN are made by Mark Angelo, President and Managing Member of Yorkville LLC, and, as President and Managing Member of Yorkville LLC, Mr. Angelo may be deemed to have beneficial ownership of the securities held by the Sponsor. Mr. Angelo disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

	/s/Leslie Brault, Attorney-in-fact	07/02/2025
	** 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 4 (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).
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FAQ

How many Yorkville Acquisition Corp. (YORKU) shares did the sponsor buy?

The sponsor acquired 351,825 Class A ordinary shares through Private Placement Units.

What was the total dollar amount of the insider purchase?

Yorkville Acquisition Sponsor LLC paid $3,518,250 (351,825 units at $10 each).

Does the Form 4 indicate any share sales or dispositions?

No. The filing only reports purchases; there are no dispositions listed.

Why is the sponsor considered a 10% owner of YORKU?

Owning 351,825 shares positions the sponsor above the 10% beneficial ownership threshold, requiring Form 4 disclosure.

Are any derivative securities like warrants reported separately?

No separate derivative line items were included; the warrants are embedded in each Private Placement Unit.