Welcome to our dedicated page for Rf Acquisition Ii SEC filings (Ticker: RFAI), 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 RF Acquisition Corp II (RFAI) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures as a Nasdaq‑listed SPAC and blank check company. These filings document how RF Acquisition Corp II manages its trust account, seeks shareholder approvals, and progresses toward completing an initial business combination.
Key filing types for RFAI include current reports on Form 8‑K, which describe material events such as the closing of its initial public offering, entry into the Investment Management Trust Agreement, and subsequent amendments to that agreement. A notable Form 8‑K dated October 2, 2025 outlines the Business Combination Agreement among RF Acquisition Corp II, NYB Holdings Limited, NYB Pte. Ltd., and Nanyang Biologics Pte. Ltd., detailing the proposed merger and amalgamation structure, consideration mechanics, closing conditions, and termination rights.
The company’s definitive proxy statement on Schedule 14A provides further insight into corporate governance and shareholder decision‑making. It explains proposals to extend the deadline for completing a business combination, the rationale for those extensions, and the associated changes to the Amended and Restated Memorandum and Articles of Association and the Investment Management Trust Agreement. It also describes shareholder redemption rights and the potential consequences if a business combination is not completed within the permitted period.
Additional Form 8‑K filings report the outcomes of shareholder meetings, including votes on extension proposals and the number of public shares redeemed, as well as the resulting balances in the trust account. These documents are important for understanding dilution, available cash for a future transaction, and the timeline within which RF Acquisition Corp II must complete its business combination.
On Stock Titan, these filings are paired with AI‑generated summaries that highlight key terms, conditions, and implications, helping readers quickly interpret complex transaction structures, extension mechanics, and shareholder protections without reading every page of the underlying documents.
NYB Holdings Limited (PubCo) and RF Acquisition Corp II (RFAI) propose a business combination that would merge RFAC into PubCo and amalgamate Nanyang Biologics into a PubCo subsidiary. The transaction contemplates up to 158,940,640 PubCo Ordinary Shares and shows pro forma ownership where Company shareholders hold approximately 150,000,000 shares (about 94%) and Sponsor/initial holders hold 3,282,695 shares (about 2%) under a no‑redemption scenario. RFAC public shareholders have redemption rights tied to the Trust Account; prior redemptions removed approximately $71.6 million (about $10.73 per share). Closing is subject to customary conditions, including Nasdaq/NYSE conditional listing approval and shareholder votes at an Extraordinary General Meeting.
RF Acquisition Corp II ownership disclosure: Karpus Management, Inc. reports beneficial ownership of 1,640,733 shares of Common stock, representing 19.66% of the class. The filing is Amendment No. 3 to a Schedule 13G/A and is signed by Karpus' Chief Compliance Officer on 04/07/2026.
RF Acquisition Corp II (RFAI) and NYB Holdings Limited filed a Form F-4 proxy statement/prospectus proposing a business combination that would merge RFAC into PubCo and amalgamate Nanyang Biologics into a PubCo subsidiary. PubCo is offering up to 158,940,640 PubCo Ordinary Shares. The filing shows pro forma ownership scenarios: Company Shareholders would hold ~94-97, RFAC public holders ~1-4, and Sponsor and affiliates ~2 depending on redemptions. The record of prior activity shows approximately $71,580,705 was redeemed in the 2025 redemptions, leaving approximately $51,857,714 in the Trust Account thereafter. The Sponsor currently owns 39.3 of RFAC and has agreed to a 24-month post-closing lock-up on PubCo securities; certain Company-held PubCo shares will also be locked up. The proxy explains redemption mechanics, voting proposals, Nasdaq/NYSE conditional listing requirement for the PubCo Ordinary Shares under the proposed symbol "NYB," and cash allocation scenarios under varying redemption outcomes.
Karpus Management, Inc. amended a Schedule 13G to report ownership in RF Acquisition Corp. The filing states Karpus (d/b/a Karpus Investment Management) beneficially owns 2,391,058 shares, representing 28.66% of the common stock. The filing shows Karpus has sole voting power and sole dispositive power over all 2,391,058 shares and states the shares are held directly by accounts managed by Karpus.
AQR Capital Management entities report a passive stake in RF Acquisition Corp II. AQR Capital Management, LLC, AQR Capital Management Holdings, LLC, and AQR Arbitrage, LLC collectively report beneficial ownership of 170,331 ordinary shares, representing 2.04% of RF Acquisition Corp II’s outstanding ordinary shares.
The firms report shared power to vote and dispose of all 170,331 shares, with no sole voting or dispositive power. They certify the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the company.
W. R. Berkley Corporation filed an Amendment No. 2 to a Schedule 13G reporting beneficial ownership of 297,878 ordinary shares of RF Acquisition Corp II, equal to 3.6% of the class as of 12/31/2025.
The filing shows shared voting and dispositive power over all reported shares, with no sole voting or dispositive power. The securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
RF Acquisition Corp II, a Cayman Islands-based blank check company, filed its annual report for the year ended December 31, 2025. The SPAC has not begun operating activities and will only generate interest income on cash held in its trust until it completes a business combination.
The company raised $115 million in its May 2024 IPO and related over-allotment, and placed $115,575,000 into a trust account. On November 10, 2025, shareholders approved an extension of the deadline to complete a deal to August 15, 2026, with up to nine monthly one-month extensions funded at $0.03 per non‑redeemed public share. In connection with that vote, 6,668,735 ordinary shares were redeemed for approximately $71,580,705, leaving about $51,857,714 in the trust and 8,343,765 ordinary shares outstanding as of February 11, 2026, including 4,831,265 public shares.
The sponsor, Alfa 24 Limited, holds 2,875,000 founder shares and previously purchased private placement units alongside the underwriter. The report highlights that as of December 31, 2025, the company had a working capital deficit of $567,649 and its auditor raised substantial doubt about its ability to continue as a going concern if it cannot close a business combination within the 27‑month window. If no transaction is completed, public shareholders are expected to be redeemed at approximately $10.05 per share, while the rights and private placement securities would expire worthless.
RF Acquisition Corp II received an amended Schedule 13G filing from Wealthspring Capital LLC and Matthew Simpson covering its Class A ordinary shares. As of the event date of 12/31/2025, the reporting persons state they beneficially own 0 shares, representing 0% of the class, with no sole or shared voting or dispositive power.
The filers indicate they now hold 5% or less of this class of shares. They also certify that any securities referenced were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of RF Acquisition Corp II, nor in connection with any transaction intended to have that effect.
RF Acquisition Corp II reported shareholder approval to amend its charter and trust agreement, permitting up to nine one‑month extensions to complete a business combination through August 15, 2026. Each monthly extension requires a deposit of $0.03 per public share not redeemed, up to $60,000 per month, after five days’ advance notice to the trustee.
At the November 10 meeting, proposals passed with 9,600,561 votes for and 3,280,531 against. In connection with the vote, holders redeemed 6,668,735 ordinary shares for approximately $10.73 per share, removing about $71,580,705 from the trust. Following redemptions, approximately $51,857,714 remains in the trust. Shares outstanding are 8,343,765, including 4,831,265 public shares.
RF Acquisition Corp II reported shareholder approval to amend its charter and trust agreement, allowing up to nine one‑month extensions of its business combination deadline from November 15, 2025 to August 15, 2026. Each extension requires five days’ advance notice and a deposit into the trust of $0.03 per public share not redeemed, capped at $60,000 per month.
Shareholders also approved the related adjournment proposal. In connection with the vote, holders redeemed 6,668,735 ordinary shares for approximately $71,580,705 (about $10.73 per share). After these redemptions, approximately $51,857,714 remains in the trust account. The company reports 8,343,765 shares outstanding post‑redemption, including 4,831,265 public shares. Voting on each proposal was 9,600,561 for and 3,280,531 against.