0000905148-25-002884.txt : 20250814 0000905148-25-002884.hdr.sgml : 20250814 20250814085559 ACCESSION NUMBER: 0000905148-25-002884 CONFORMED SUBMISSION TYPE: SCHEDULE 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20250814 DATE AS OF CHANGE: 20250814 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Thayer Ventures Acquisition Corp II CENTRAL INDEX KEY: 0001872228 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction EIN: 981795713 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SCHEDULE 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-95045 FILM NUMBER: 251214674 BUSINESS ADDRESS: STREET 1: 25852 MCBEAN PARKWAY STREET 2: SUITE 508 CITY: VALENCIA STATE: CA ZIP: 91355 BUSINESS PHONE: (415) 782-1414 MAIL ADDRESS: STREET 1: 25852 MCBEAN PARKWAY STREET 2: SUITE 508 CITY: VALENCIA STATE: CA ZIP: 91355 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Verition Fund Management LLC CENTRAL INDEX KEY: 0001454027 ORGANIZATION NAME: EIN: 262472334 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SCHEDULE 13G BUSINESS ADDRESS: STREET 1: ONE AMERICAN LANE CITY: GREENWICH STATE: CT ZIP: 06831 BUSINESS PHONE: 203-742-7740 MAIL ADDRESS: STREET 1: ONE AMERICAN LANE CITY: GREENWICH STATE: CT ZIP: 06831 FORMER COMPANY: FORMER CONFORMED NAME: Verition Fund Managegment LLC DATE OF NAME CHANGE: 20090114 SCHEDULE 13G 1 primary_doc.xml SCHEDULE 13G 0001454027 XXXXXXXX LIVE Class A Ordinary shares, par value $0.0001 per share 06/30/2025 0001872228 Thayer Ventures Acquisition Corp II G87890128 25852 McBean Parkway Suite 508 Valencia CA 91355 Rule 13d-1(b) Verition Fund Management LLC DE 0 1030188 0 1030188 1030188 N 5.03 IA OO Maounis Nicholas Matthew X1 0 1030188 0 1030188 1030188 N 5.03 IN HC Thayer Ventures Acquisition Corp II 25852 McBean Parkway, Suite 508, Valencia, California, 91355 This Statement is filed on behalf of each of the following persons: Verition Fund Management LLC and Nicholas Maounis (collectively, the "Reporting Persons"). This Statement relates to Class A Ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") underlying units ("Units") held for the account of Verition Multi-Strategy Master Fund Ltd. Each Unit consists of one Class A Ordinary Share and one right (each a "Unit Right") entitling the holder to receive one-tenth of one Class A Ordinary Share upon the consummation of the Issuer's initial business combination. Verition Fund Management LLC serves as the investment manager to Verition Multi-Strategy Master Fund Ltd. Mr. Nicholas Maounis is the managing member of Verition Fund Management LLC. In such capacities, each of the Reporting Persons may be deemed to have voting and dispositive power over the securities held for Verition Multi-Strategy Master Fund Ltd. The principal business office of each of the Reporting Persons is One American Lane, Greenwich, CT 06831. Verition Fund Management LLC is a Delaware limited liability company. Nicholas Maounis is a citizen of the United States. N IA HC As of June 30, 2025, the number of Class A Ordinary Shares the Reporting Persons may be deemed to beneficially own equals 1,030,188 Class A Ordinary Shares held by Verition Multi-Strategy Master Fund Ltd. The amount beneficially owned by each Reporting Person excludes Class A Ordinary Shares underlying Unit Rights held by Verition Multi-Strategy Master Fund Ltd. that the Reporting Persons are entitled to receive only upon consummation of the Issuer's initial business combination, because the Reporting Persons do not have the right to acquire beneficial ownership of such Class A Ordinary Shares within 60 days. As of June 30, 2025, the number of Class A Ordinary Shares the Reporting Persons may be deemed to beneficially own constitutes approximately 5.03% of the Class A Ordinary Shares outstanding. This percentage is based on 20,487,500 Class A Ordinary Shares outstanding as of June 30, 2025, as reported in the Issuer's quarterly report on Form 10-Q filed with the Securities and Exchange Commission on June 30, 2025. 0 1,030,188 0 1,030,188 Y N Verition Multi-Strategy Master Fund Ltd. is known to have the right to receive dividends from, and proceeds from the sale of, the Class A Ordinary Shares covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons. N See disclosure in Item 2 hereof. Y Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. Exhibit 1: Joint Filing Agreement Verition Fund Management LLC /s/ William Anderson William Anderson, CFO 08/14/2025 Maounis Nicholas Matthew /s/ Nicholas Maounis Nicholas Maounis 08/14/2025 EX-1 2 jointfilingagreement.htm

EXHIBIT I

JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)

The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A Ordinary Shares of Thayer Ventures Acquisition Corp. II, dated as of August 14, 2025, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

Date:  August 14, 2025

 
VERITION FUND MANAGEMENT LLC
 
By:
/s/ William Anderson
 
Name:
William Anderson
 
Title:
CFO
     
 
NICHOLAS MAOUNIS
 
 
/s/ Nicholas Maounis