Mountain Lake Acquisition Corp. II

03/18/2026 | Press release | Distributed by Public on 03/18/2026 17:39

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Grinberg Paul
2. Issuer Name and Ticker or Trading Symbol
Mountain Lake Acquisition Corp. II [MLAAU]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO
(Last) (First) (Middle)
930 TAHOE BLVD STE 802 PMB 45
3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026
(Street)
INCLINE VILLAGE, NV 89451
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
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
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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
Class B Ordinary Shares (1) 03/16/2026 J(2) 6,000 (1) (1) Class A Ordinary Shares 6,000 $ 0 12,000,000(3) D(3)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Grinberg Paul
930 TAHOE BLVD STE 802 PMB 45
INCLINE VILLAGE, NV 89451
X X CEO
MOUNTAIN LAKE ACQUISITION SPONSOR II LLC
930 TAHOE BLVD STE 802 PMB 45
INCLINE VILLAGE, NV 89451
X
Horlick Douglas
930 TAHOE BLVD STE 802 PMB 45
INCLINE VILLAGE, NV 89451
X X CFO

Signatures

/s/ Paul Grinberg 03/18/2026
**Signature of Reporting Person Date
/s/ Paul Grinberg, Managing Member of Mountain Lake Acquisition Sponsor II LLC 03/18/2026
**Signature of Reporting Person Date
/s/ Douglas Horlick 03/18/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) As described in the registration statement on Form S-1 (File No. 333-291833) of Mountain Lake Acquisition Corp. II (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) As contemplated in connection with the initial public offering of the Issuer, 6,000 Class B ordinary shares of the Issuer held by Mountain Lake Acquisition Sponsor II LLC (the "Sponsor") were returned to the Issuer for no consideration and cancelled because the underwriters' over-allotment option was not exercised in full.
(3) Paul Grinberg and Douglas Horlick are the managing members of the Sponsor and hold voting and investment discretion with respect to the Class B ordinary shares held of record by the Sponsor. As such, Messrs. Grinberg and Horlick may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Messrs. Grinberg and Horlick disclaim any beneficial ownership except to the extent of their pecuniary interest therein.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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