Business Context and Reporting Period
Company: Collective Acquisition Corp. (formerly Dune Acquisition Corporation II)
Reporting Period: August 13, 2026
Entity Type: Cayman Islands exempted company; Emerging Growth Company
Listing: Nasdaq Stock Market LLC (Units: CCAQU; Class A Shares: CCAQ; Warrants: CCAQW)
Key Financial Metrics
This filing is a Current Report (Form 8-K) regarding a corporate action and does not contain audited financial statements, revenue, profit, cash flow, or debt metrics. The filing text does not provide a clear value for these financial indicators.
Material Changes
Unregistered Sales of Equity Securities (Item 3.02):
- Transaction: Conversion of 3,500,000 Class B Ordinary Shares held by Collective Acquisition Sponsor LLC into 3,500,000 Class A Ordinary Shares.
- Consideration: No consideration was paid.
- Post-Transaction Capitalization:
- Class A Ordinary Shares Outstanding: 5,119,501
- Class B Ordinary Shares Outstanding: 2,250,000
- Restrictions: The converted shares retain original Class B restrictions, including transfer restrictions, waiver of redemption rights, and an obligation to vote in favor of a Business Combination.
- Exemption: Issued under Section 3(a)(9) of the Securities Act of 1933.
Guidance, Outlook, and Risks
Management Commentary: The filing confirms the conversion was executed to align share classes prior to a potential Business Combination, referencing the final prospectus filed on May 8, 2025.
Risks and Contingencies: No new risks or contingencies were disclosed in this specific report. The shares remain subject to the obligations and restrictions outlined in the IPO prospectus.
Investor Verification Checklist
- Verify the total outstanding share count (5,119,501 Class A and 2,250,000 Class B) against the company's latest 10-K or 10-Q filings.
- Confirm the status of the Business Combination referenced in the May 8, 2025 prospectus.
- Review the specific transfer restrictions and voting obligations attached to the Sponsor's converted shares.
- Check for any subsequent filings regarding the redemption rights waiver status.