0001213900-24-075789.txt : 20240905 0001213900-24-075789.hdr.sgml : 20240905 20240905080003 ACCESSION NUMBER: 0001213900-24-075789 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240905 DATE AS OF CHANGE: 20240905 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Andretti Acquisition Corp. II CENTRAL INDEX KEY: 0002025341 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-42268 FILM NUMBER: 241279976 BUSINESS ADDRESS: STREET 1: 7615 ZIONSVILLE ROAD CITY: INDIANAPOLIS STATE: IN ZIP: 46268 BUSINESS PHONE: 2057398649 MAIL ADDRESS: STREET 1: 7615 ZIONSVILLE ROAD CITY: INDIANAPOLIS STATE: IN ZIP: 46268 8-A12B 1 ea021331801-8a12b_andretti2.htm REGISTRATION OF CERTAIN CLASSES OF SECURITIES

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-A

 

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

 

Andretti Acquisition Corp. II

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

     
Cayman Islands   98-1792547

(State or other jurisdiction

of incorporation or organization)

  

(I.R.S. Employer

Identification No.)

   

7615 Zionsville Road

Indianapolis, Indiana

  46268
(Address of Principal Executive Offices)   (Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

 

     

Title of Each Class
to be Registered

  

Name of Each Exchange on

Which Each Class is to be Registered

Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant   The Nasdaq Stock Market LLC
   
Class A ordinary shares, par value $0.0001 per share   The Nasdaq Stock Market LLC
   
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50   The Nasdaq Stock Market LLC

 

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box.  ☒

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box.  ☐

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box.  ☐

Securities Act registration statement or Regulation A offering Statement file number to which this form relates: 333-280552

Securities to be registered pursuant to Section 12(g) of the Act:

N/A

(Title of Class)

 

 

 

 

Item 1. Description of Registrant’s Securities to be Registered.

The securities to be registered hereby are units, Class A ordinary shares, par value $0.0001 per share, and redeemable warrants to purchase Class A ordinary shares of Andretti Acquisition Corp. II (the “Registrant”). The description of the units, Class A ordinary shares and warrants set forth under the heading “Description of Securities” in the Registrant’s prospectus forming part of its Registration Statement on Form S-1 (File No. 333-280552), originally filed with the Securities and Exchange Commission on June 28, 2024, as thereafter amended and supplemented from time to time (the “Registration Statement”), to which this Form 8-A relates is incorporated by reference herein. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that is subsequently filed is hereby also incorporated by reference herein.

Item 2. Exhibits.

Pursuant to the Instructions as to Exhibits for Form 8-A, no exhibits are required to be filed, because no other securities of the Registrant are registered on The Nasdaq Stock Market LLC, and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.

 

 

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

             
        Andretti Acquisition Corp. II
       
Date: September 5, 2024       By:   /s/ William M. Brown
            Name:  William M. Brown
            Title:    Chief Executive Officer