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Praetorian Acquisition Corp. (PTOR) is a Cayman Islands special purpose acquisition company formed on September 29, 2025 to complete a merger or similar business combination, with a focus on traditional sectors that can be transformed by automation and artificial intelligence.
The company completed an IPO on January 26, 2026, selling 22,000,000 units at $10.00 each, followed by a full 3,300,000-unit over-allotment, and deposited a total of $253,000,000 into a Nasdaq-linked trust account. As of March 23, 2026, it had 33,923,083 Class A ordinary shares and 8,433,333 Class B ordinary shares outstanding.
Praetorian must complete an initial business combination by January 26, 2028, or by April 26, 2028 if certain agreements are in place, or otherwise liquidate and return trust funds to public shareholders. The filing highlights significant potential dilution from founder shares and private placement warrants and outlines extensive redemption rights and SPAC-specific regulatory and competitive risks.
Praetorian Acquisition Corp. reports that its underwriters fully exercised their over-allotment option, leading to the sale of 3,300,000 additional units at $10.00 per unit for gross proceeds of $33,000,000. Each unit includes one Class A ordinary share and one-third of a redeemable warrant exercisable at $11.50 per share.
At the same time, the company sold 330,000 additional private placement warrants to its sponsor for $330,000 and issued 24,750 additional Class A representative shares to the underwriters with transfer and redemption restrictions. Including the over-allotment, Praetorian has sold 25,300,000 units in total, and $253,000,000 of net proceeds from the units and private placements have been placed in its trust account for the benefit of public shareholders.
Praetorian Acquisition Corp. announced that, starting March 16, 2026, holders of its Nasdaq-listed units (PTORU) may elect to separately trade the underlying Class A ordinary shares and redeemable warrants.
Each unit consists of one Class A ordinary share, par value $0.0001, and one-third of one redeemable warrant. Each whole warrant allows the purchase of one Class A ordinary share at $11.50 per share. After separation, the Class A shares will trade under the symbol PTOR and the warrants under PTORW, while units that are not separated will continue to trade under PTORU. No fractional warrants will be issued, and only whole warrants will trade.
Steadfast Capital Management LP and related investors filed a Schedule 13G reporting a significant passive stake in Praetorian Acquisition Corp. As of January 26, 2026, the reporting group beneficially owned 2,000,000 Class A ordinary shares, equal to 9.1% of Praetorian’s 22,000,000 shares outstanding.
The holdings are split between American Steadfast, L.P., which owns 716,016 shares (3.3%), and Steadfast International Master Fund Ltd., which owns 1,283,984 shares (5.8%). Steadfast Capital Management LP and its controlling principal, Robert S. Pitts, Jr., may be deemed to share voting and dispositive power over the full 2,000,000-share position.
The filing states the securities were not acquired and are not held for the purpose of changing or influencing control of Praetorian Acquisition Corp., indicating a passive investment intent consistent with a Schedule 13G filing.
Millennium Management LLC and related parties report a significant stake in Praetorian Acquisition Corp. They disclose beneficial ownership of 1,320,000 Class A ordinary shares, representing 6.0% of the outstanding class.
The shares are reported with shared voting and shared dispositive power, and no sole power. Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander certify that the securities were not acquired to change or influence control of Praetorian Acquisition Corp., but as a passive investment under Schedule 13G.
Praetorian Acquisition Corp. completed its initial public offering of 22,000,000 units at $10.00 per unit, generating gross proceeds of $220,000,000. Each unit contains one Class A ordinary share and one-third of a redeemable warrant exercisable for one Class A share at $11.50.
At the IPO closing, the sponsor purchased 4,670,000 private placement warrants for $4,670,000. A total of $220,000,000, including a portion earmarked for deferred underwriting commissions, was deposited into a U.S. trust account to fund a future business combination, with $2,465,198 of cash available outside the trust.
The audited balance sheet as of January 26, 2026 shows total assets of $222,724,198, Class A ordinary shares subject to possible redemption of $220,000,000, total liabilities of $6,903,400 and a shareholders’ deficit of $4,179,202, reflecting the standard SPAC structure where most IPO proceeds are redeemable by public shareholders.
Blackstone-affiliated entities filed a Schedule 13G exit report for Praetorian Acquisition Corp., stating they no longer beneficially own any Class A ordinary shares. The filing explains that they previously held 1,900,000 units, each consisting of one Class A share and one-third of one redeemable warrant, representing approximately 6.4% of the shares outstanding.
The units use CUSIP G7S17G111, while the Class A shares themselves have no CUSIP. The reporting group includes several Blackstone entities and Stephen A. Schwarzman, who collectively disclaim beneficial ownership beyond what is specifically reported.