Sponsor in TRG Latin America (TRGSU) surrenders 592K Class B founder shares

Rhea-AI Filing Summary

TRG Latin America Acquisitions LLC, the sponsor of TRG Latin America Acquisitions Corp., surrendered 592,000 Class B ordinary shares to the company for no consideration in connection with the underwriters’ partial exercise of the over-allotment option from the initial public offering. Following this restructuring, the sponsor holds 5,158,000 Class B ordinary shares. These Class B shares are described as founder shares that automatically convert into Class A ordinary shares on a one-for-one basis at the time of the company’s initial business combination, or earlier at the holder’s option, and they have no expiration date.

Insights

Equity capital markets analyst

Sponsor surrenders founder shares in routine IPO-related adjustment.

The sponsor of TRG Latin America Acquisitions Corp. surrendered 592,000 Class B founder shares to the issuer for no consideration after underwriters partially exercised their over-allotment option. This is a pre-contemplated structural adjustment tied to the IPO terms, not a discretionary market trade.

After the surrender, the sponsor still holds 5,158,000 Class B ordinary shares, which automatically convert into Class A shares one-for-one at the initial business combination or earlier at the holder’s option. Because this is classified as an “other” restructuring transaction and involves no sale or purchase for value, it typically carries limited signaling value for investors.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider TRG Latin America Acquisitions LLC, TRG Allocation LLC, Rohatyn Nicolas S

Role 10% Owner | 10% Owner | Chief Executive Officer

Type	Security	Shares	Price	Value
Other	Class B ordinary shares	592,000	$0.00	--

Holdings After Transaction: Class B ordinary shares — 5,158,000 shares (Direct)

Footnotes (1)

1. As described in the registration statement on Form S-1 (File No. 333-293354) of TRG Latin America Acquisitions Corp. (the "Issuer") under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, 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. As contemplated in connection with the initial public offering of the Issuer, as a result of the underwriters' partial exercise of the over-allotment option, 592,000 Class B ordinary shares were surrendered by TRG Latin America Acquisitions LLC (the "Sponsor") to the Issuer for no consideration. Nick S. Rohatyn, the Chief Executive Officer and Chairman of the Issuer, controls TRG Allocation LLC, the managing member of the Sponsor and has voting and investment discretion with respect to the securities held of record by the Sponsor. As such, each of TRG Allocation LLC and Mr. Rohatyn may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Each of TRG Allocation LLC and Mr. Rohatyn disclaims any beneficial ownership except to the extent of his pecuniary interest therein.

Key Figures

Shares surrendered: 592,000 Class B ordinary shares Sponsor holdings after transaction: 5,158,000 Class B ordinary shares Restructuring shares: 592,000 shares +1 more

4 metrics

Shares surrendered 592,000 Class B ordinary shares Surrendered to issuer for no consideration in IPO over-allotment adjustment

Sponsor holdings after transaction 5,158,000 Class B ordinary shares Total Class B ordinary shares held following restructuring transaction

Restructuring shares 592,000 shares Shares classified under restructuringCount in transaction summary

Underlying conversion ratio 1 Class B share for 1 Class A share Automatic conversion at initial business combination or earlier at holder’s option

Key Terms

over-allotment option, founder shares, beneficial ownership, initial public offering, +1 more

5 terms

over-allotment option financial

"as a result of the underwriters' partial exercise of the 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.

founder shares financial

"under the heading "Description of Securities--Founder Shares," the Class B ordinary shares"

Founder shares are the ownership stakes given to the people who start a company, often with extra voting power or protections compared with ordinary shares. For investors, they matter because founders’ control and incentives influence decisions about strategy, hiring, and whether the company sells or stays independent — like a family that keeps majority voting rights in a household decision. High founder ownership can mean stable leadership but also a risk that outside shareholders have less influence.

beneficial ownership financial

"may be deemed to have beneficial ownership of the securities held of record by the Sponsor"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

initial public offering financial

"As contemplated in connection with the initial public offering of the Issuer"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

Class B ordinary shares financial

"592,000 Class B ordinary shares were surrendered by TRG Latin America Acquisitions LLC"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

TRG Latin America Acquisitions LLC

(Last) (First) (Middle)

65 EAST 55TH ST., 15TH FLOOR

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TRG Latin America Acquisitions Corp. [ TRGS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/13/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B ordinary shares	(1)	04/13/2026		J(2)			592,000(2)	(1)	(1)	Class A ordinary shares	592,000	(2)	5,158,000	D(3)

1. Name and Address of Reporting Person^*

TRG Latin America Acquisitions LLC

(Last) (First) (Middle)

65 EAST 55TH ST., 15TH FLOOR

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

TRG Allocation LLC

(Last) (First) (Middle)

65 EAST 55TH ST., 15TH FLOOR

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Rohatyn Nicolas S

(Last) (First) (Middle)

65 EAST 55TH ST., 15TH FLOOR

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

Explanation of Responses:

1. As described in the registration statement on Form S-1 (File No. 333-293354) of TRG Latin America Acquisitions Corp. (the "Issuer") under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, 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' partial exercise of the over-allotment option, 592,000 Class B ordinary shares were surrendered by TRG Latin America Acquisitions LLC (the "Sponsor") to the Issuer for no consideration.

3. Nick S. Rohatyn, the Chief Executive Officer and Chairman of the Issuer, controls TRG Allocation LLC, the managing member of the Sponsor and has voting and investment discretion with respect to the securities held of record by the Sponsor. As such, each of TRG Allocation LLC and Mr. Rohatyn may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Each of TRG Allocation LLC and Mr. Rohatyn disclaims any beneficial ownership except to the extent of his pecuniary interest therein.

	/s/ Nicolas S. Rohatyn, Manager of TRG Allocation LLC, Managing Member of TRG Latin America Acquisitions LLC	04/13/2026
	/s/ Nicolas S. Rohatyn, Manager of TRG Allocation LLC	04/13/2026
	/s/ Nicolas S. Rohatyn	04/13/2026
	** Signature of Reporting Person	Date
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 did the Form 4 for TRG Latin America Acquisitions Corp. (TRGSU) report?

The Form 4 reports that the sponsor, TRG Latin America Acquisitions LLC, surrendered 592,000 Class B ordinary shares to the issuer for no consideration. This adjustment occurred in connection with the underwriters’ partial exercise of the over-allotment option from the initial public offering.

How many TRG Latin America Acquisitions Corp. sponsor shares remain after the surrender?

After surrendering 592,000 Class B ordinary shares, the sponsor holds 5,158,000 Class B ordinary shares. These remaining founder shares continue to represent a substantial stake and retain their right to convert into Class A ordinary shares on a one-for-one basis under the disclosed terms.

Why were 592,000 Class B shares of TRG Latin America Acquisitions Corp. surrendered?

The 592,000 Class B ordinary shares were surrendered as contemplated in connection with the initial public offering, following the underwriters’ partial exercise of the over-allotment option. The shares were returned to the issuer for no consideration as part of this IPO-related structural adjustment.

Do the TRG Latin America Acquisitions Corp. Class B shares convert into Class A shares?

Yes. The Class B ordinary shares automatically convert into Class A ordinary shares on a one-for-one basis at the time of the initial business combination, or earlier at the holder’s option. The filing notes that these Class B shares have no expiration date under the described terms.

Who may be deemed to beneficially own the surrendered TRGSU sponsor shares?

The filing explains that Nick S. Rohatyn controls TRG Allocation LLC, which manages the sponsor and has voting and investment discretion over its securities. As a result, TRG Allocation LLC and Mr. Rohatyn may be deemed beneficial owners, though each disclaims beneficial ownership except to the extent of pecuniary interest.

Was the TRG Latin America Acquisitions Corp. Form 4 a buy or sell transaction?

The transaction is classified as code J, an “other acquisition or disposition,” reflecting a restructuring. It involved surrendering 592,000 Class B shares to the issuer for no consideration, rather than an open-market purchase or sale, making it an administrative, IPO-related adjustment rather than a trading decision.