STOCK TITAN

Yorkville Acquisition Corp. sponsor commits $3.5 m via private units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Yorkville Acquisition Corp. (YORKU) Form 4 filing dated 07/02/2025 discloses that Mark Angelo, in his capacity as the controlling person of Yorkville Acquisition Sponsor LLC (the “Sponsor”), reported the purchase of 351,825 Class A ordinary shares on 06/30/2025. The shares were received as part of the Sponsor’s purchase of an equal number of Private Placement Units consummated simultaneously with the company’s initial public offering.

The Private Placement Units were bought at $10.00 per unit, representing an aggregate investment of $3,518,250. Each unit consists of one Class A ordinary share plus one-third of a redeemable warrant. Following the transaction, the Sponsor—beneficially attributed to Mr. Angelo—owns 351,825 Class A ordinary shares. Ownership is reported as indirect, with voting and investment power flowing through YA II PN, Ltd., Yorkville Advisors Global, LP, and Yorkville Advisors Global II, LLC. Mr. Angelo disclaims beneficial ownership except to the extent of his pecuniary interest.

Key take-aways for investors

  • The filing records a routine Rule 10b5-1(c) compliant purchase (Transaction Code “P”), indicating no open-market trading activity outside the IPO context.
  • The Sponsor’s $3.5 million commitment aligns management interests with public shareholders, a customary structure for SPACs.
  • No derivative securities transactions were reported, and there were no share disposals.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Sponsor bought 351,825 shares for $3.5 m, standard SPAC alignment; mildly positive but routine.

The Sponsor’s purchase of private placement units is a typical feature of a SPAC IPO, providing working-capital funding and demonstrating sponsor commitment. While the $3.5 million outlay creates alignment, it is not incremental buying pressure—these units are pre-arranged and closed concurrently with the IPO. Because ownership is indirect and Mr. Angelo disclaims beneficial ownership beyond pecuniary interest, the signal value is limited. No sales occurred, and no derivative actions were taken. Overall impact for existing investors is modestly positive for governance but not financially material to YORKU’s float or valuation.

Insider ANGELO MARK
Role Director, 10% Owner
Bought 351,825 shs ($0.00)
Type Security Shares Price Value
Purchase Class A ordinary shares 351,825 $0.00 --
Holdings After Transaction: Class A ordinary shares — 351,825 shares (Indirect, See footnote)
Footnotes (1)
  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. Reflects the 351,825 Class A ordinary shares underlying the Private Placement Units. 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.
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
Estimated average burden
hours per response: 0.5
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*
ANGELO MARK

(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)
X 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) I See footnote(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).
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.

FAQ

How many YORKU shares did Mark Angelo report purchasing?

The filing shows 351,825 Class A ordinary shares acquired through private placement units.

What was the total dollar value of the insider purchase?

At $10.00 per unit, the aggregate investment was $3,518,250.

Is the ownership direct or indirect?

Ownership is reported as indirect through Yorkville Acquisition Sponsor LLC and related entities.

Were any shares sold in this Form 4?

No. The Form 4 only reports acquisitions; there were no dispositions.

Does this filing involve derivative securities?

The filing states that no derivative securities transactions occurred; only the underlying shares within the units are reported.