Gores Holdings XI Inc.

06/22/2026 | Press release | Distributed by Public on 06/22/2026 18:14

Initial Statement of Beneficial Ownership (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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Gores Sponsor XI, LLC
2. Date of Event Requiring Statement (Month/Day/Year)
06/22/2026
3. Issuer Name and Ticker or Trading Symbol
Gores Holdings XI, Inc. [GHXI]
(Last) (First) (Middle)
C/O GORES HOLDINGS XI, INC., 6260 LOOKOUT ROAD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
BOULDER, CO 80301
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 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)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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.
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 of Derivative Security: 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, par value $0.0001 per share (1) (1) Class A Ordinary Shares, par value $0.0001 per share 8,895,000 (1) D(2)(3)(4)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gores Sponsor XI, LLC
C/O GORES HOLDINGS XI, INC.
6260 LOOKOUT ROAD
BOULDER, CO 80301
X X
AEG Holdings, LLC
C/O GORES SPONSOR XI LLC
6260 LOOKOUT ROAD
BOULDER, CO 80301
X X
Gores Alec E
C/O GORES SPONSOR XI LLC
6260 LOOKOUT ROAD
BOULDER, CO 80301
X X

Signatures

/s/ Andrew McBride, Attorney-in-Fact for Gores Sponsor XI LLC 06/22/2026
**Signature of Reporting Person Date
/s/ Andrew McBride, Attorney-in-Fact for AEG Holdings, LLC 06/22/2026
**Signature of Reporting Person Date
/s/ Andrew McBride , Attorney-in-Fact for Alec Gores 06/22/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Gores Sponsor XI LLC (the "Sponsor") directly owns 8,895,000 Class B ordinary shares, par value $0.0001 per share (the "Class B Shares"), of the Issuer, including 1,170,000 Class B Shares that are subject to forfeiture if the underwriter of the Issuer's initial public offering does not exercise in full an option granted to them to cover over-allotments. Such Class B Shares have no expiration date and (i) are convertible into Class A ordinary shares, par value $0.0001 per share ("Class A Shares"), of the Issuer at any time at the option of the holder on a one-for-one basis and (ii) will automatically convert into Class A Shares at the time of the Issuer's initial business combination on a one-for-one basis, in each case, subject to adjustment as described under the heading "Description of Securities-Founder Shares and Private Placement Shares" in the Issuer's registration statement on Form S-1 (File No. 333-296462).
(2) The managing member of the Sponsor is AEG Holdings, LLC ("AEG"). Alec Gores (together with the Sponsor and AEG, the "Reporting Persons") is the managing member of AEG and a director of the Issuer.
(3) Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
(4) Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

Remarks:
Exhibit 24.1 Power of Attorney
Exhibit 99.1 Joint Filer Information
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.
Gores Holdings XI Inc. published this content on June 22, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 23, 2026 at 00:14 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]