10/21/2026 | Press release | Distributed by Public on 10/21/2026 19:46
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FORM 4
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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 |
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| 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) | ||
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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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Class B Ordinary Shares | (1) | 10/19/2026 | J(2) | 666,667(2) | (1) | (1) | Class A Ordinary Shares | 666,667 | (2) | 7,000,000 | I(3) | See Footnotes(3) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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SPENCER JEB S. C/O SOUTHPORT ACQUISITION CORP. II 8 BOLLING PLACE GREENWICH, CT 06830 |
X | X | CEO and CFO | |
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SOUTHPORT SPONSOR MANAGEMENT II, LLC 8 BOLLING PLACE GREENWICH, CT 06830 |
X | |||
| /s/ Jeb Spencer | 10/21/2026 | |
| **Signature of Reporting Person | Date | |
| Southport Sponsor Management II, LLC, By: /s/ Jeb Spencer, Managing Member of Southport Sponsor Management II, LLC | 10/21/2026 | |
| **Signature of Reporting Person | Date |
| * | 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. 333-298104) of Southport 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 concurrently with or immediately following the consummation of our initial business combination or earlier 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, as a result of the underwriters' decision to forfeit their right to exercise the remaining portion of the over-allotment option, 666,667 Class B Ordinary Shares were surrendered by Southport Acquisition Sponsor II LLC (the "Sponsor") to the Issuer for no consideration. |
| (3) | Represents shares held by the Sponsor. Southport Sponsor Management II, LLC is the managing member of the Sponsor and controls the management of the Sponsor, including the exercise of voting and investment discretion over the securities held by the Sponsor. The managing member of Southport Sponsor Management II, LLC is Jeb Spencer, the issuer's Chairman, Chief Executive Officer and Chief Financial Officer. Southport Sponsor Management II, LLC and Jeb Spencer each disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. |