Sizzle Acquisition Corp. II filed its Form 10-Q for the quarterly period ended June 30, 2026, with the U.S. Securities and Exchange Commission on August 12, 2026.

Key Highlights

  • Share counts as of August 12, 2026: 23,600,000 Class A Ordinary Shares (par value $0.0001) and 7,666,667 Class B Ordinary Shares (par value $0.0001) were issued and outstanding.
  • Shell company status: The registrant confirmed it is a shell company as defined in Rule 12b-2 of the Exchange Act.
  • Combination Period deadline: According to the filing, the company has until April 3, 2027 (or such earlier date as determined by the Board) to consummate an initial Business Combination, representing a 24-month window from the IPO closing.
  • Deferred underwriting fee: The filing discloses an additional aggregate fee of $10,950,000 payable to Underwriters only upon completion of an initial Business Combination.
  • IPO date: The company consummated its Initial Public Offering on April 3, 2025, with the Over-Allotment Option fully exercised, adding 3,000,000 Option Units.
  • Emerging growth company: The registrant is classified as a non-accelerated filer, smaller reporting company, and emerging growth company.

Sizzle Acquisition Corp. II Q2 2026 SPAC Status and Business Combination Update

Sizzle Acquisition Corp. II (NASDAQ:SZZL), a Cayman Islands exempted company, filed its quarterly report covering the period ended June 30, 2026. The company is a special purpose acquisition company (SPAC) headquartered at 4201 Georgia Avenue NW, Washington, D.C. 20011. As of the filing date of August 12, 2026, the company reported 23,600,000 Class A Ordinary Shares and 7,666,667 Class B Ordinary Shares outstanding, each with a par value of $0.0001 per share.

According to the filing, the company's securities trade on The Nasdaq Stock Market LLC under three separate symbols: Units under SZZLU, Class A Ordinary Shares under SZZL, and Rights (each entitling the holder to receive one-tenth of one Class A Ordinary Share) under SZZLR. The filing identifies Cantor Fitzgerald and Co. as the representative of the Underwriters, and Continental Stock Transfer and Trust Company as trustee of the Trust Account. A deferred underwriting fee of $10,950,000 is disclosed as payable only upon the company's completion of an initial Business Combination.

The filing notes that the company's Combination Period runs until April 3, 2027, giving it a 24-month window from the April 3, 2025 IPO closing date to consummate an initial Business Combination, subject to any Board-determined earlier date or amendment consistent with applicable laws and Nasdaq Rules. The company has also disclosed a target identified as "Trasteel" in connection with a Business Combination Agreement referenced within the filing. The IPO Promissory Note, an unsecured instrument with a principal amount of up to $500,000, was originally issued to the Sponsor on August 14, 2024.

What Was Disclosed

Sizzle Acquisition Corp. II disclosed its unaudited financial statements for the quarter ended June 30, 2026, share counts as of August 12, 2026, a $10,950,000 deferred underwriting fee, a Business Combination deadline of April 3, 2027, and its continued shell company and emerging growth company status.