JENA ACQUISITION SPONSOR LLC II - 30 May 2025 Form 4 Insider Report for JENA ACQUISITION Corp II (JENA)

Reporting relationship: 10%+ Owner
Issuer ticker: JENA
Reported as of: 30 May 2025
Net transaction value: +$2,250,000
SEC form: 4
Accepted by SEC: 30 May 2025, 19:00:09 UTC
Prior SEC filing: 28 May 2025
Source filing: View source filing
Reporting owner signature: /s/ Michael L. Gravelle, Attorney-in-Fact for Jena Acquisition Sponsor LLC II

Key filing fact

JENA ACQUISITION SPONSOR LLC II filed Form 4 for JENA ACQUISITION Corp II (JENA) on 30 May 2025.

Key facts

This page summarizes JENA ACQUISITION SPONSOR LLC II's Form 4 filing for JENA ACQUISITION Corp II (JENA).
2 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 30 May 2025, 19:00.

Change

Previous filing in this sequence was filed on 28 May 2025.
Current net transaction value: +$2,250,000.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (2)

CIK 0002060349 Primary reporting owner

JENA ACQUISITION SPONSOR LLC II

Relationship: 10%+ Owner
Address: C/O JENA ACQUISITION CORPORATION II, 1701 VILLAGE CENTER CIRCLE, LAS VEGAS
Signature: /s/ Michael L. Gravelle, Attorney-in-Fact for Jena Acquisition Sponsor LLC II
Signature date: 30 May 2025

CIK 0000903213

FOLEY WILLIAM P II

Relationship: Director, 10%+ Owner
Address: C/O JENA ACQUISITION CORPORATION II, 1701 VILLAGE CENTER CIRCLE, LAS VEGAS
Signature: /s/ Michael L. Gravelle, Attorney-in-Fact for William P. Foley, II
Signature date: 30 May 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

JENA transaction

Class A ordinary shares

Purchase

Transaction value: $2,250,000
Shares: +225,000
Change %
Price: $10.00
Shares after: 225,000
Date: 30 May 2025
Ownership: Direct
Footnotes: F1, F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

JENA transaction Derivative

Right to receive one-twentieth of one Class A ordinary share

Purchase

Transaction value
Shares: +225,000
Change %: +4.1%
Price
Shares after: 5,761,250
Date: 30 May 2025
Ownership: Direct
Underlying class: Class A Ordinary Shares
Underlying amount: 11,250
Exercise price
Footnotes: F2, F3, F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

Reflects the 225,000 Class A ordinary shares of Jena Acquisition Corporation II (the "Issuer") that are included in the 225,000 private placement units of the Issuer purchased by Jena Acquisition Sponsor LLC II ("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-twentieth (1/20) of one Class A ordinary share upon consummation of the Issuer's initial business combination.

Footnote F2

The Sponsor is the record holder of the shares reported herein. Mr. William P. Foley II controls 54% of the membership interests in the Sponsor through Bilcar Limited Partnership, a Florida limited partnership ("Bilcar"), in which Mr. Foley and his wife are the only limited partners, and which Bilcar is the managing member of the Sponsor. The general partner of Bilcar is Bognor Regis Inc., a Florida corporation, in which Mr. Foley is the sole shareholder and president. Therefore Mr. Foley may be deemed to beneficially own the 225,000 Class A ordinary shares, and ultimately exercise voting and dispositive power over the Class A ordinary shares held by the Sponsor. Mr. Foley disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.

Footnote F3

Represents the 11,250 Class A ordinary shares, which may be acquired by Sponsor upon the conversion of 225,000 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-twentieth (1/20) 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.

Footnote F4

Represents (i) the 11,250 Class A ordinary shares referred to in footnotes 1 and 3 and (ii) 5,750,000 Class B ordinary shares held by the Sponsor acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor.

SEC remarks

Exhibit 24.1 Power of Attorney