Welcome to our dedicated page for Roman DBDR Acqsn SEC filings (Ticker: DRDB), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Roman DBDR Acquisition Corp. II (DRDB) SEC filings page on Stock Titan provides access to the company’s public reports as a Nasdaq-listed blank check company. As an issuer with securities registered under Section 12(b) of the Exchange Act, Roman DBDR Acquisition Corp. II files current and periodic reports that describe its capital structure, governance, and significant corporate events.
Current reports on Form 8-K are particularly relevant for tracking material developments. For example, the company has used Form 8-K to disclose the resignation of a Chief Financial Officer and the appointment of a new CFO who also serves as principal accounting officer and principal financial officer, along with a summary of an offer letter detailing cash payments tied to SEC reporting obligations and the intention to enter into an indemnification agreement.
Users can also review filings and related disclosures that describe Nasdaq listing and compliance matters, such as the company’s announcement of a deficiency letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC. That notice explains the basis for non-compliance with Nasdaq Listing Rule 5250(c)(1) due to a delayed Quarterly Report on Form 10-Q and outlines the time periods for submitting a plan and potentially regaining compliance.
Stock Titan’s platform surfaces these filings with AI-powered summaries that highlight the key points, helping readers quickly understand changes in management roles, compensation arrangements linked to reporting obligations, and listing status considerations. Investors can use this page to locate Roman DBDR Acquisition Corp. II’s annual and quarterly reports when filed, as well as any Form 4 or other filings that may appear, while relying on AI-generated explanations to navigate complex regulatory language.
Roman DBDR Acquisition Corp. II director READ RANDOLPH C has filed an initial Form 3, which is a statement of beneficial ownership. The filing reports no purchases, sales, gifts, or other transactions in the company’s securities, and shows no derivative positions or holdings activity in this submission.
Roman DBDR Acquisition Corp. II reported that director James Nevels resigned on April 22, 2026, and was immediately replaced on April 27, 2026 by Randolph C. Read, a seasoned executive and public company director. He will also chair the Compensation Committee and sit on the Audit Committee.
The company highlights Mr. Read’s extensive board and financial experience as it continues preparations for its previously announced proposed business combination with ThomasLloyd Climate Solutions B.V., a vertically integrated sustainable energy and technology solutions provider.
Roman DBDR Acquisition Corp. is a Cayman Islands SPAC focused on cybersecurity, AI and fintech targets. It raised $231.15 million into a trust account from its IPO, private placement and over-allotment, and must complete a business combination by December 16, 2026 or return cash to public shareholders.
On February 27, 2026 it signed a ThomasLloyd business combination agreement with an implied equity value of $850 million, plus up to 45,000,000 additional PubCo Class A shares as earn-out if future share price targets are met. Class A holders can redeem in connection with the deal at a pro rata trust value, which was about $10.49 per share as of December 31, 2025. The filing highlights potential dilution from founder shares, up to $1.5 million of working capital loan warrants, 8,135,000 private placement warrants and new equity plans, as well as plans for at least $100 million of PIPE financing and a $200 million committed equity facility with B. Riley.
ThomasLloyd Climate Solutions B.V. announces a proposed business combination with Roman DBDR Acquisition Corp. II. The parties intend to file a registration statement on Form F-4 that will include preliminary and definitive proxy statements and a prospectus for securities to be issued to ThomasLloyd shareholders in connection with the Proposed Business Combination.
The registration/proxy statement will be mailed to Roman DBDR shareholders after it is filed and declared effective and a record date for voting is established. The communication references an anticipated PIPE raise and lists customary forward-looking risk disclosures and solicitation participant information.
Roman DBDR Acquisition Corp. II intends to submit a proposed business combination with ThomasLloyd to its shareholders and plans to file a registration statement on Form F-4 that will include preliminary and definitive proxy statements and a prospectus for securities to be issued to ThomasLloyd shareholders. The communication notes that a record date for voting will be established and that definitive proxy materials will be mailed after the registration statement is filed and declared effective. Shareholders and other interested persons are urged to read the registration/proxy materials and may obtain free copies at www.sec.gov or by request to Roman DBDR. The post referenced in the filing was shared by Dixon Doll, Jr. on LinkedIn.
Roman DBDR Acquisition Corp. II announced a proposed business combination to take ThomasLloyd Climate Solutions public via merger with Roman DBDR, a transaction expected to raise more than $240 million and set to close in the second half of this year. The arrangement includes an anticipated private investment in public equity and a separate $200 million equity line of credit with B. Riley Principal Capital II; ThomasLloyd is described as having a pre-transaction equity value of $850 million. The parties intend to file a Form F-4 registration/proxy statement and will solicit Roman DBDR shareholder approval in connection with the Proposed Business Combination.
Roman DBDR Acquisition Corp. II agreed to combine with ThomasLloyd Climate Solutions B.V. The parties executed a Business Combination Agreement to merge Roman into a Merger Sub and then effect a Share Exchange, creating an England-and-Wales public company (“PubCo”).
The deal contemplates an implied equity value based on an equity value of $850,000,000 for ThomasLloyd, potential Earn-Out Consideration of up to 45,000,000 PubCo Class A Ordinary Shares tied to six price targets, and a target close in the third quarter of 2026, subject to shareholder approvals, effectiveness of a Form F-4 registration/ proxy statement, listing approval, financing, and customary closing conditions.
Roman DBDR Acquisition Corp. II agreed to merge with ThomasLloyd Climate Solutions, creating a new England-and-Wales holding company that will list on Nasdaq under the ticker TCSG. The deal values ThomasLloyd at a pre-money equity value of US$850 million, with total transaction value potentially rising to US$1.3 billion through share price-based earnouts tied to up to 45,000,000 additional PubCo Class A shares. The combination is expected to deliver more than US$240 million in gross proceeds from Roman’s trust cash and an anticipated PIPE, and is backed by a binding US$200 million committed equity facility with B. Riley. ThomasLloyd’s existing shareholders will roll 100% of their equity, its management team will lead the combined company, and closing is targeted for the second half of 2026, subject to shareholder and regulatory approvals.
Fort Baker Capital Management LP and related entities reported passive ownership of 1,523,746 Class A ordinary shares of Roman DBDR Acquisition Corp., representing 6.6% of the class. The shares are held by Fort Baker Capital Management LP, with Steven Patrick Pigott as Chief Investment Officer and Fort Baker Capital, LLC as general partner.
The filing states all voting and dispositive powers over these shares are shared among the reporting persons, with no sole voting or dispositive power. The ownership percentage is based on 23,000,000 Class A ordinary shares outstanding as of November 12, 2025, as disclosed in the issuer’s Form 10-Q. The group certifies the position is held in the ordinary course of business and not to influence control of the company.
Meteora Capital, LLC and its managing member Vik Mittal filed an amended Schedule 13G disclosing a sizeable passive stake in Roman DBDR Acquisition Corp. II Class A common stock. They report beneficial ownership of 1,983,186 shares, representing 8.6225% of the outstanding Class A shares.
The filing states Meteora Capital holds these shares through certain funds and managed accounts it oversees, with shared voting and dispositive power over the entire position and no sole voting or dispositive power. The reporters certify the stake is held in the ordinary course of business and not for the purpose of changing or influencing control of the company.