Form 4 for POLE Andretti Acquisition Corp. II
Accepted 2026-09-09 16:30:28 ET · period of report 2026-09-08 · accession 0001213900-26-098411 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2026-09-09 16:30 | 2026-09-08 | POLE | Andretti Sponsor II LLC | 10% | C - Cnv Deriv | — | +5.75M | 5.75M | New | — |
| D | 2026-09-09 16:30 | 2026-09-08 | POLE | Andretti Sponsor II LLC | 10% | C - Cnv Deriv | $0.00 | -5.75M | 1 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Ordinary Shares | 2026-09-08 | C | A | 5,749,999 | — | 5,749,999 | D | — | — | (F1) The Class B ordinary shares are convertible, at the option of the holder, into Class A ordinary shares on a one-for-one basis, for no additional consideration, and have no expiration date. On September 8, 2026, the reporting persons elected to convert 5,749,999 Class B ordinary shares of Andretti Sponsor II LLC (the "Sponsor") into 5,749,999 Class A ordinary shares held by Andretti Acquisition Corp. II. (F2) Mario Andretti, Michael M. Andretti, William J. Sandbrook and William M. Brown are the managing members of the Sponsor and have voting and investment discretion with respect to the securities held of record by the Sponsor. As such, Mario Andretti, Michael M. Andretti, William J. Sandbrook and William M. Brown may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mario Andretti, Michael M. Andretti, William J. Sandbrook and William M. Brown disclaim any beneficial ownership except to the extent of their respective pecuniary interests therein. |
| 2 | Derivative | Class B Ordinary Shares | 2026-09-08 | C | D | 5,749,999 | $0.00 | 1 | D | — · — to — | 5,749,999 Class A Ordinary Shares | (F1) The Class B ordinary shares are convertible, at the option of the holder, into Class A ordinary shares on a one-for-one basis, for no additional consideration, and have no expiration date. On September 8, 2026, the reporting persons elected to convert 5,749,999 Class B ordinary shares of Andretti Sponsor II LLC (the "Sponsor") into 5,749,999 Class A ordinary shares held by Andretti Acquisition Corp. II. (F1) The Class B ordinary shares are convertible, at the option of the holder, into Class A ordinary shares on a one-for-one basis, for no additional consideration, and have no expiration date. On September 8, 2026, the reporting persons elected to convert 5,749,999 Class B ordinary shares of Andretti Sponsor II LLC (the "Sponsor") into 5,749,999 Class A ordinary shares held by Andretti Acquisition Corp. II. (F1) The Class B ordinary shares are convertible, at the option of the holder, into Class A ordinary shares on a one-for-one basis, for no additional consideration, and have no expiration date. On September 8, 2026, the reporting persons elected to convert 5,749,999 Class B ordinary shares of Andretti Sponsor II LLC (the "Sponsor") into 5,749,999 Class A ordinary shares held by Andretti Acquisition Corp. II. (F2) Mario Andretti, Michael M. Andretti, William J. Sandbrook and William M. Brown are the managing members of the Sponsor and have voting and investment discretion with respect to the securities held of record by the Sponsor. As such, Mario Andretti, Michael M. Andretti, William J. Sandbrook and William M. Brown may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mario Andretti, Michael M. Andretti, William J. Sandbrook and William M. Brown disclaim any beneficial ownership except to the extent of their respective pecuniary interests therein. |