STOCK TITAN

BurTech Sponsor II (NASDAQ: BRKHU) invests $2.2M in units and warrants

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

Rhea-AI Filing Summary

BurTech Sponsor II LLC, the sponsor and a 10% owner of BurTech Acquisition Corp II, reported net open-market purchases linked to a total of 3,493,571 shares and warrants. The sponsor bought 220,000 Class A ordinary shares and 220,000 related warrants, and holds 3,053,571 Class B ordinary shares.

Each of the 220,000 private units was purchased at $10.00, for an aggregate $2,200,000, and consists of one Class A ordinary share and one redeemable warrant to buy one Class A share at $11.50. The Class B shares are set to convert into Class A shares on a one-for-one basis at the time of the initial business combination, and the private placement warrants become exercisable 30 days after that business combination and expire five years later.

Positive

  • None.

Negative

  • None.
Insider BurTech Sponsor II LLC
Role null
Bought 3,493,571 shs ($0.00)
Type Security Shares Price Value
Purchase Warrants to purchase Class A Ordinary Shares 220,000 $0.00 --
Purchase Class B Ordinary Shares 3,053,571 $0.00 --
Purchase Class A Ordinary Shares 220,000 $0.00 --
Holdings After Transaction: Warrants to purchase Class A Ordinary Shares — 220,000 shares (Direct, null); Class B Ordinary Shares — 3,053,571 shares (Direct, null); Class A Ordinary Shares — 220,000 shares (Direct, null)
Footnotes (1)
  1. Reflects the 220,000 private units owned by Burtech Sponsor II LLC, the Issuer's sponsor ("Sponsor"). Each private unit consists of one Class A ordinary share, $0.0001 par value per share, and one redeemable warrant, with each whole warrant entitling the holder thereof to purchase one Class A ordinary share for $11.50 per share, subject to adjustment. The private units were purchased pursuant to a Private Placement Units Purchase Agreement, dated May 21, 2026, by and between the Reporting Person and the Issuer, at $10.00 per unit for an aggregate purchase price of $2,200,000. The warrants included in the private units will become exercisable 30 days after the completion of the Issuer's initial business combination and will expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Reflects 3,053,571 Class B ordinary shares, $0.0001 par value per share, held directly by the Sponsor, after the surrender 514,286 Class B ordinary shares because the underwriter did not exercise its over-allotment option, which shares shall convert into Class A ordinary shares automatically at the time of the business combination, on a one-for-one basis.
Private units purchased 220,000 units Private Placement Units Purchase Agreement dated May 21, 2026
Unit purchase price $10.00 per unit Private units bought for cash consideration
Aggregate unit investment $2,200,000 Total paid for 220,000 private units
Private placement warrants 220,000 warrants Each warrant tied to one Class A ordinary share
Warrant exercise price $11.50 per share Exercise price for each redeemable warrant
Class B shares held 3,053,571 shares Class B ordinary shares held by sponsor after surrender
Class B shares surrendered 514,286 shares Surrendered because the underwriter did not exercise over-allotment option
Net buy transactions 3,493,571 shares/warrants Total net buy volume in this Form 4
private units financial
"Reflects the 220,000 private units owned by Burtech Sponsor II LLC"
redeemable warrant financial
"and one redeemable warrant, with each whole warrant entitling the holder"
A redeemable warrant is a financial tool that gives its holder the right to buy shares of a company at a fixed price within a certain period. If the holder chooses to do so, the company can buy back or cancel the warrant before it expires, often to encourage investment or manage share issuance. For investors, it provides an option to potentially buy shares at a favorable price while offering some flexibility for the issuing company.
initial business combination financial
"will become exercisable 30 days after the completion of the Issuer's initial business combination"
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
over-allotment option financial
"after the surrender 514,286 Class B ordinary shares because the underwriter did not exercise its over-allotment option"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
aggregate purchase price financial
"at $10.00 per unit for an aggregate purchase price of $2,200,000"
The aggregate purchase price is the total amount a buyer pays to acquire a company, assets or securities, including the headline payment plus any assumed debt, fees, taxes and contractually required adjustments. It matters to investors because it shows the true cost of a deal and how much value must be realized after the sale — like knowing the full price of a house once you add closing costs, repairs and outstanding mortgage obligations.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
BurTech Sponsor II LLC

(Last)(First)(Middle)
5601 ARBOR LANE

(Street)
CORAL GABLES FLORIDA 33156

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BurTech Acquisition Corp II [ BRKH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Ordinary Shares05/21/2026P220,000A(1)220,000D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrants to purchase Class A Ordinary Shares$11.505/26/2026P220,000 (2) (2)Class A Ordinary Shares220,000(1)220,000D
Class B Ordinary Shares$0.0005/26/2026P3,053,571 (3) (3)Class A Ordinary Shares3,053,571(3)3,053,571D
Explanation of Responses:
1. Reflects the 220,000 private units owned by Burtech Sponsor II LLC, the Issuer's sponsor ("Sponsor"). Each private unit consists of one Class A ordinary share, $0.0001 par value per share, and one redeemable warrant, with each whole warrant entitling the holder thereof to purchase one Class A ordinary share for $11.50 per share, subject to adjustment. The private units were purchased pursuant to a Private Placement Units Purchase Agreement, dated May 21, 2026, by and between the Reporting Person and the Issuer, at $10.00 per unit for an aggregate purchase price of $2,200,000.
2. The warrants included in the private units will become exercisable 30 days after the completion of the Issuer's initial business combination and will expire five years after the completion of the initial business combination or earlier upon redemption or liquidation.
3. Reflects 3,053,571 Class B ordinary shares, $0.0001 par value per share, held directly by the Sponsor, after the surrender 514,286 Class B ordinary shares because the underwriter did not exercise its over-allotment option, which shares shall convert into Class A ordinary shares automatically at the time of the business combination, on a one-for-one basis.
Burtech Sponsor II LLC By: /s/ Shahal M. Khan Name: Shahal M. Khan Title: Managing Member06/09/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did BurTech Sponsor II report for BurTech Acquisition Corp II (BRKHU)?

BurTech Sponsor II reported net open-market purchases involving 3,493,571 shares and warrants. This includes 220,000 Class A ordinary shares, 220,000 related warrants, and 3,053,571 Class B ordinary shares held that will convert into Class A shares upon the initial business combination.

How much did BurTech Sponsor II invest in BurTech Acquisition Corp II (BRKHU) private units?

BurTech Sponsor II purchased 220,000 private units at $10.00 each, for an aggregate purchase price of $2,200,000. Each private unit includes one Class A ordinary share and one redeemable warrant to buy an additional Class A share at $11.50 per share.

What are the terms of the BurTech Acquisition Corp II (BRKHU) private placement warrants?

Each private placement warrant allows the holder to purchase one Class A ordinary share for $11.50 per share, subject to adjustment. These warrants become exercisable 30 days after completion of the initial business combination and expire five years after that combination, or earlier upon redemption or liquidation.

What Class B share position does BurTech Sponsor II hold in BurTech Acquisition Corp II (BRKHU)?

BurTech Sponsor II holds 3,053,571 Class B ordinary shares after surrendering 514,286 Class B shares when the underwriter did not exercise its over-allotment option. These Class B shares will automatically convert into Class A ordinary shares on a one-for-one basis at the time of the business combination.

How are the BurTech Acquisition Corp II (BRKHU) private units structured for BurTech Sponsor II?

Each of the 220,000 private units held by BurTech Sponsor II consists of one Class A ordinary share and one redeemable warrant. The units were purchased under a Private Placement Units Purchase Agreement at $10.00 per unit, for a total of $2,200,000.