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Filing Details

Accession Number:: 0001213900-25-047965
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-05-27 21:51:29
Reporting Period:: 2025-05-23

Filing Date:: 2025-05-27
Accepted Time:: 2025-05-27 21:51:29
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
2042182	Oyster Enterprises Ii Acquisition Corp	OYSE	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1016345	D Randall Smith	C/O Oyster Enterprises Ii Acq Corp 801 Brickell Avenue, 8Th Floor Miami FL 33131		No	No	Yes	Yes
1693074	Heath Freeman	C/O Oyster Enterprises Ii Acq Corp 801 Brickell Avenue, 8Th Floor Miami FL 33131		Yes	No	Yes	Yes
2046099	Mario Zarazua	C/O Oyster Enterprises Ii Acq Corp 801 Brickell Avenue, 8Th Floor Miami FL 33131	Chief Executive Officer	Yes	Yes	Yes	Yes
2046100	Oyster Enterprises Ii Llc	C/O Oyster Enterprises Ii Acq Corp 801 Brickell Avenue, 8Th Floor Miami FL 33131		No	No	Yes	No
2046108	Oyster Management Ii Llc	C/O Oyster Enterprises Ii Acq Corp 801 Brickell Avenue, 8Th Floor Miami FL 33131		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Ordinary Shares	Acquisiton	2025-05-23	455,000	$10.00	455,000	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Ordinary Shares	Rights to receive Class A ordinary shares	Acquisiton	2025-05-23	455,000	$0.00	45,500	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
8,361,250			No	4	P	Direct

Footnotes

Reflects the 455,000 Class A ordinary shares of Oyster Enterprises II Acquisition Corp (the "Issuer") that are included in the 455,000 private placement units of the Issuer purchased by Oyster Enterprises II LLC ("Sponsor"). Each private placement unit was purchased for $10 per unit and consists of one Class A ordinary share and one right to receive one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination.
The Sponsor is the record holder of the shares reported herein. Oyster Management II LLC is the managing member of the Sponsor. Mario Zarazua, Heath B. Freeman and Randall D. Smith are the managing members of Oyster Management II LLC and hold voting and investment discretion with respect to the Class B ordinary shares held of record by the Sponsor. As such, Mr. Zarazua, Mr. Freeman and Mr. Smith may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Zarazua, Mr. Freeman and Mr. Smith disclaim any beneficial ownership except to the extent of their pecuniary interest therein.
Represents the 45,500 Class A ordinary shares, which may be acquired by Sponsor upon the conversion of 455,000 rights (included in the Sponsor's private placement units) upon consummation of the registrant's initial business combination. As described in the Registration Statement under the heading "Description of Securities-Share Rights," each right will automatically convert into one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination, subject to certain adjustments described therein. No fractional Class A ordinary shares will be issued upon conversion of such rights.
Represents (i) the 455,000 rights referred to in footnotes 1 and 3 and (ii) 7,906,250 Class B ordinary shares held by the Sponsor acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor.