{"filing":{"accession_number":"0001213900-26-098391","cik":"0002025341","ticker":"POLEW","company_name":"Andretti Acquisition Corp. II","form":"8-K","filing_date":"2026-09-09","report_date":"2026-09-08","primary_document":"ea0304883-8k_andretti2.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2025341/000121390026098391/ea0304883-8k_andretti2.htm"},"events":[{"id":32336,"run_id":29712,"accession_number":"0001213900-26-098391","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"summary":"Andretti Acquisition Corp. II entered into non-redemption agreements with multiple investors regarding an upcoming initial business combination, committing to issue substantial equity (up to 1,587,240 + 162,500 Pubco Shares) contingent on completion and securing investor commitment to not redeem up to 6,998,959 Public Shares.","company_name":"Andretti Acquisition Corp. II","ticker":"POLEW","filing_date":"2026-09-09","form":"8-K","submitted_at":null,"items":[{"id":35490,"accession_number":"0001213900-26-098391","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The filing discloses entry into non-redemption agreements between Andretti Acquisition Corp. II and multiple investors regarding an upcoming initial business combination (\"Pubco\"). These agreements commit the Company and Sponsor to issue substantial equity (up to 1,587,240 + 162,500 Pubco Shares) contingent on completion of the business combination, and secure investor commitment to not redeem up to 6,998,959 Public Shares. While technically a financing/shareholder-lock agreement rather than the business combination itself, this represents a material definitive agreement directly tied to and conditioning the consummation of the planned M\u0026A transaction, making it a core component of ma_activity disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T20:14:34.572384+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":32337,"run_id":29712,"accession_number":"0001213900-26-098391","anchor_item_number":"5.07","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Shareholders approved an Extension Amendment extending the Business Combination deadline from September 9, 2026 to September 9, 2027 (23,241,840 votes for, 2,775,781 against) and ratified WithumSmith+Brown, PC as independent auditor (25,481,863 votes for, 1,986,913 against); 15,776,190 Public Shares were redeemed for approximately $171.69 million in connection with the extension vote.","company_name":"Andretti Acquisition Corp. II","ticker":"POLEW","filing_date":"2026-09-09","form":"8-K","submitted_at":null,"items":[{"id":35492,"accession_number":"0001213900-26-098391","item_number":"5.07","item_title":"Submission","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses results of a shareholder meeting where two proposals were voted on: (1) the Extension Amendment Proposal to extend the Business Combination deadline from September 9, 2026 to September 9, 2027, approved with 23,241,840 votes for and 2,775,781 against, and (2) the Auditor Ratification Proposal to ratify WithumSmith+Brown, PC as independent auditor, approved with 25,481,863 votes for and 1,986,913 against. The disclosure also notes that 15,776,190 Public Shares were redeemed for approximately $171.69 million in connection with the Extension Amendment vote. This is a classic Item 5.07 shareholder vote results disclosure, material to investors as it affects the SPAC's timeline and capital position.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T20:14:34.572384+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":32338,"run_id":29712,"accession_number":"0001213900-26-098391","anchor_item_number":"8.01","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"summary":"Following shareholder approval of the Extension Amendment, the Sponsor converted 5,749,999 Class B Ordinary Shares into Class A Ordinary Shares, materially affecting the Company's share structure and voting rights.","company_name":"Andretti Acquisition Corp. II","ticker":"POLEW","filing_date":"2026-09-09","form":"8-K","submitted_at":null,"items":[{"id":35493,"accession_number":"0001213900-26-098391","item_number":"8.01","item_title":"Other Events.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The disclosure describes a shareholder-approved conversion of 5,749,999 Class B Ordinary Shares held by the Sponsor into Class A Ordinary Shares following approval of an Extension Amendment at a shareholder meeting. This is a governance and capital structure event involving share class conversion and shareholder voting, but does not fit the specific categories of exec_appointment, exec_departure, exec_compensation, or shareholder_vote_results (which typically reports voting outcomes on discrete proposals). The conversion materially affects share structure and voting rights, making it material to investors assessing the registrant's capitalization and control.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T20:14:34.572384+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":32339,"run_id":29712,"accession_number":"0001213900-26-098391","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.85,"summary":"Shareholders approved an amendment to the Company's Articles of Association extending the Business Combination Period from September 9, 2026 to September 9, 2027, a routine procedural extension of the SPAC's deadline to complete its business combination.","company_name":"Andretti Acquisition Corp. II","ticker":"POLEW","filing_date":"2026-09-09","form":"8-K","submitted_at":null,"items":[{"id":35491,"accession_number":"0001213900-26-098391","item_number":"5.03","item_title":"Amendments to Certificate of Incorporation","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.85,"reasoning":"This disclosure reports a shareholder-approved amendment to the Company's Articles of Association extending the Business Combination Period from September 9, 2026 to September 9, 2027. While the amendment itself is a governance matter (bylaw/charter amendment), it is routine administrative in nature—a procedural extension of a deadline for a SPAC to complete its business combination. The extension does not constitute a material event affecting investor assessment of the registrant's financial condition, operations, or prospects; it merely preserves the Company's timeline to pursue a combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T20:14:34.572384+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":35490,"accession_number":"0001213900-26-098391","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The filing discloses entry into non-redemption agreements between Andretti Acquisition Corp. II and multiple investors regarding an upcoming initial business combination (\"Pubco\"). These agreements commit the Company and Sponsor to issue substantial equity (up to 1,587,240 + 162,500 Pubco Shares) contingent on completion of the business combination, and secure investor commitment to not redeem up to 6,998,959 Public Shares. While technically a financing/shareholder-lock agreement rather than the business combination itself, this represents a material definitive agreement directly tied to and conditioning the consummation of the planned M\u0026A transaction, making it a core component of ma_activity disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T20:14:34.572384+00:00","company_name":"Andretti Acquisition Corp. II","ticker":"POLEW","filing_date":"2026-09-09"},{"id":35491,"accession_number":"0001213900-26-098391","item_number":"5.03","item_title":"Amendments to Certificate of Incorporation","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.85,"reasoning":"This disclosure reports a shareholder-approved amendment to the Company's Articles of Association extending the Business Combination Period from September 9, 2026 to September 9, 2027. While the amendment itself is a governance matter (bylaw/charter amendment), it is routine administrative in nature—a procedural extension of a deadline for a SPAC to complete its business combination. The extension does not constitute a material event affecting investor assessment of the registrant's financial condition, operations, or prospects; it merely preserves the Company's timeline to pursue a combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T20:14:34.572384+00:00","company_name":"Andretti Acquisition Corp. II","ticker":"POLEW","filing_date":"2026-09-09"},{"id":35492,"accession_number":"0001213900-26-098391","item_number":"5.07","item_title":"Submission","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses results of a shareholder meeting where two proposals were voted on: (1) the Extension Amendment Proposal to extend the Business Combination deadline from September 9, 2026 to September 9, 2027, approved with 23,241,840 votes for and 2,775,781 against, and (2) the Auditor Ratification Proposal to ratify WithumSmith+Brown, PC as independent auditor, approved with 25,481,863 votes for and 1,986,913 against. The disclosure also notes that 15,776,190 Public Shares were redeemed for approximately $171.69 million in connection with the Extension Amendment vote. This is a classic Item 5.07 shareholder vote results disclosure, material to investors as it affects the SPAC's timeline and capital position.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T20:14:34.572384+00:00","company_name":"Andretti Acquisition Corp. II","ticker":"POLEW","filing_date":"2026-09-09"},{"id":35493,"accession_number":"0001213900-26-098391","item_number":"8.01","item_title":"Other Events.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The disclosure describes a shareholder-approved conversion of 5,749,999 Class B Ordinary Shares held by the Sponsor into Class A Ordinary Shares following approval of an Extension Amendment at a shareholder meeting. This is a governance and capital structure event involving share class conversion and shareholder voting, but does not fit the specific categories of exec_appointment, exec_departure, exec_compensation, or shareholder_vote_results (which typically reports voting outcomes on discrete proposals). The conversion materially affects share structure and voting rights, making it material to investors assessing the registrant's capitalization and control.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T20:14:34.572384+00:00","company_name":"Andretti Acquisition Corp. II","ticker":"POLEW","filing_date":"2026-09-09"}]}
