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FACT on Nasdaq

FACT II Acquisition Corp.

FACT II Acquisition Corp. is an aircraft parts and auxiliary equipment company in the Cayman Islands.1 It is headquartered in New York, New York.1

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Last updated Oct 21, 2026.

Overview

$5.0MNet income, fiscal 20252

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  • TickerFACT on Nasdaq1
  • IndustryAircraft Parts & Auxiliary Equipment, NEC1
  • HeadquartersNew York, New York1
  • Incorporated inCayman Islands3
  • Business address14 Wall Street, 20Th Floor, New York, Ny 100053
  • Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company3

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Report. You should not rely on any such information in making your decision whether to invest in our securities.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Every line of the income statement as filed: the last 1 fiscal year, latest first.2

Period ending2025-12-31
General and administrative expenses$2.2M
Loss from operations-$2.2M
Change in fair value of over-allotment liability$26.6K
Interest earned on bank account$27.8K
Interest earned on cash held in Trust Account$7.2M
Total other income$7.2M
NET INCOME (LOSS)$5.0M

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Corporate structure

FACT II Acquisition Corp. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of FACT II Acquisition Corp.

  • FACT II Acquisition Corp. New York, New York

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What FACT II Acquisition Corp. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$1.4M8 Dec 31, 2024

Properties, in its own words

We currently maintain our executive offices at 14 Wall Street, 20th Floor, New York, NY 10005, United States of America. We consider our current office space adequate for our current operations. Our registered office is located at the offices of Conyers Trust Company (Cayman) Limited, Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman, KY1-1111, Cayman Islands.

Item 2 of the 10-K filed Mar 13, 2026.4

Leadership

Who has led FACT II Acquisition Corp., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Adam Gishen2024–2025

Chief financial officer

  1. Min Lee2024–2025
2025
  • Chief executive officerAdam Gishen Nov 25, 2024 to Feb 14, 202510
  • Chief financial officerMin Lee Nov 25, 2024 to Feb 14, 202510
Board members and other officers (5)

Timeline

  1. Jul 21, 20268-K Ended a material agreement; Regulation FD disclosure15
  2. Dec 3, 20258-K Entered a material agreement; Regulation FD disclosure16
  3. Dec 1, 20258-K Other events17
  4. Dec 13, 20248-K Other events18
  5. Dec 4, 20248-K Other events19
  6. Nov 27, 20248-K Entered a material agreement; Unregistered sale of shares; Executive or director change20
  7. Nov 25, 2024New chief executive Adam Gishen becomes CEO10

Filings

90 filings to the SEC since October 2021: 2 annual reports, 6 quarterly reports, 6 major events, 8 insider forms, 27 large holders, 41 other. The latest 20:

  1. Oct 14, 2026DEF 14A PROXY STATEMENT EDGAR
  2. Oct 1, 2026PRE 14A PRELIMINARY PROXY STATEMENT EDGAR
  3. Aug 14, 2026SCHEDULE 13G EDGAR
  4. Aug 13, 2026RW WITHDRAWAL REQUEST EDGAR
  5. Aug 12, 202610-Q QUARTERLY REPORT EDGAR
  6. Aug 10, 2026SCHEDULE 13G/A EDGAR
  7. Aug 6, 2026SCHEDULE 13G EDGAR
  8. Jul 21, 20268-K CURRENT REPORT EDGAR
  9. Jun 9, 2026425 EDGAR
  10. Jun 5, 2026425 EDGAR
  11. May 19, 2026425 EDGAR
  12. May 18, 2026S-4/A REGISTRATION STATEMENT EDGAR
  13. May 15, 2026SCHEDULE 13G/A EDGAR
  14. May 11, 202610-Q QUARTERLY REPORT EDGAR
  15. May 7, 2026425 EDGAR
  16. Apr 16, 2026425 EDGAR
  17. Apr 16, 2026S-4/A REGISTRATION STATEMENT EDGAR
  18. Mar 26, 2026425 EDGAR
  19. Mar 20, 2026425 EDGAR
  20. Mar 16, 2026425 EDGAR

The 90 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

SEC filer profile

How FACT II Acquisition Corp. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARFACT II Acquisition Corp.1
  • CIK0002028935
  • Employer ID (EIN)00-00000004
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; a shell company4
  • Incorporated inCayman Islands4
  • Fiscal year endsDecember 311
  • Industry code (SIC)3728 Aircraft Parts & Auxiliary Equipment, NEC1
  • SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance1
  • Business address14 Wall Street, 20Th Floor, New York, NY 100051
  • Phone212-618-17981
  • Shares outstanding18,488,125 Common Class A shares; 5,833,333 Common Class B shares as of Mar 12, 20264
  • Public float$182.6M as of Jun 30, 20254
  • AuditorWithumSmith+Brown, PC, New York PCAOB ID 100; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceAug 16, 20241
  • Filings90 in all: SCHEDULE 13G (17), 425 (16), SCHEDULE 13G/A (10), 3 (7), 10-Q (6), 8-K (6), CORRESP (6), S-1/A (4)1
    All 21 form types

    UPLOAD (4), 10-K (2), S-4/A (2), 3/A (1), 424B4 (1), 8-A12B (1), CERT (1), DEF 14A (1), EFFECT (1), PRE 14A (1), RW (1), S-1 (1), S-4 (1)

  • Latest filingsAnnual report (10-K) Mar 13, 2026
    Quarterly report (10-Q) Aug 12, 2026
    Proxy statement (DEF 14A) Oct 14, 2026
    Latest 8-K (8-K) Jul 21, 2026

Securities registered for trading

ClassSymbolExchange
Units, each consisting of one Class A ordinary share, par value $0.0001 per share, and one-half of one redeemable warrantFACTUNasdaq Global Market
Class A ordinary shares, par value $0.0001 per share, included as part of the unitsFACTNasdaq Global Market
Warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50FACTWNasdaq Global Market

From the cover page of the 10-K filed Mar 13, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks FACT II Acquisition Corp. names in Item 1A of its 10-K filed Mar 13, 2026: 3 risks under these headings, as written.4

  • We may not be able to complete the proposed Business Combination with PAD. If we are unable to do so, we will incur substantial costs associated with withdrawing from the transaction and may not be able to find additional sources of financing to cover those costs.
  • If the proposed Business Combination with PAD is not consummated, it may be not be possible to complete a business combination with a new prospective target business, negotiate and agree to a new business combination, and/or arrange for new sources of financing within 24 months from the closing of our initial public offering or during any Extension Period, in which case we would cease all operations except for the purpose of winding up and we would redeem our public shares and liquidate
  • We may not be able to complete our initial business combination within the prescribed time frame or during any Extension Period, in which case we would cease all operations except for the purpose of winding up and we would redeem our public shares and liquidate, in which case our public shareholders may receive only $10.05 per share, or less than such amount in certain circumstances, and our warrants will expire worthless.

Legal proceedings

There is no material litigation, arbitration or governmental proceeding currently pending against us or any members of our management team in their capacity as such, and we and the members of our management team have not been subject to any such proceeding in the 12 months preceding the date of this Annual Report.

The opening of Item 3, Legal Proceedings.4

Sources

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