UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 8.01. Other Events.
Separate Trading of Class A Ordinary Shares and Warrants
On March 18, 2026, Mountain Lake Acquisition Corp. II (the “Company”) announced that, commencing on March 19, 2026, the holders of the units issued in its initial public offering (the “Units”), each Unit consisting of one Class A ordinary share of the Company, par value $0.0001 per share (the “Class A Ordinary Share”), and one-half of one redeemable warrant of the Company (the “Warrant”), with each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share, may elect to separately trade the Class A Ordinary Shares and the Warrants included in the Units. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Any Units not separated will continue to trade on the Nasdaq Global Market under the symbol “MLAAU.” The Class A Ordinary Shares and the Warrants are expected to trade on the Nasdaq Global Market under the symbols “MLAA” and “MLAAW,” respectively. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into Class A Ordinary Shares and Warrants.
Forfeiture of Founder Shares
As previously reported, on January 28, 2026, the Company consummated its initial public offering of 36,000,000 units (the “Units”), including 4,680,000 Units issued pursuant to the partial exercise by the underwriters of their 45-day over-allotment option to purchase up to 4,698,000 additional units at the initial public offering price. Each Unit consisted of one Class A ordinary share of the Company, par value $0.0001 per share, and one-half of one redeemable warrant of the Company, with each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $360,000,000 Mountain Lake Acquisition Sponsor II LLC, the Company’s sponsor (the “Sponsor”), owned an aggregate of 12,006,000 Class B common stock of the Company, par value $0.0001 per share (“Class B Ordinary Shares”) at the consummation of the IPO, up to 6,000 shares of which were subject to forfeiture depending on the extent to which the underwriters’ over-allotment option was exercised.
On March 11, 2026, the underwriters informed the Company that they would not exercise the remainder of their over-allotment option. As a result, on March 16, 2026, 6,000 Class B Ordinary Shares of the Company were forfeited by the Sponsor
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release dated March 18, 2026. | |
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MOUNTAIN LAKE ACQUISITION CORP. II | |||
| Date: March 18, 2026 | By: | /s/ Paul Grinberg | |
| Name: | Paul Grinberg | ||
| Title: | Chief Executive Officer | ||
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