Sec Form 13G Filing - Evolution Sponsor Holdings LLC filing for - 2025-11-24

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
Checkbox not checked   Rule 13d-1(c)
Checkbox checked   Rule 13d-1(d)






SCHEDULE 13G



Comment for Type of Reporting Person:  1) Consists of 8,000,000 Class B ordinary shares, $0.0001 par value per share (the "Class B Shares") held by Evolution Sponsor Holdings LLC, a Cayman Islands limited liability, and the sponsor of the issuer. The Class B shares will automatically convert into Class A ordinary shares of the issuer, $0.0001 par value per share (The "Class A Shares") upon consummation of the issuer's initial business combination. Evolution Capital Pty Ltd. is the managing member of Evolution Sponsor Holdings LLC. Stephen M. Silver is the managing member of Evolution Capital Pty Ltd, and has voting and investment power over the Class B shares held by Evolution Sponsor Holdings LLC. (2) Based on 32,000,000 ordinary shares of the issuer deemed to be outstanding, including (i) 24,000,000 Class A Shares issued in the public offering, and (ii) 8,000,000 Class B Shares, as set forth in the Issuer's final prospectus filed with the SEC pursuant to Rule 424(b)(4) on November 10, 2025. The Class B shares will automatically convert into Class A ordinary shares upon consummation of the issuer's initial business combination.


SCHEDULE 13G



Comment for Type of Reporting Person:  1) Consists of 8,000,000 Class B ordinary shares, $0.0001 par value per share (the "Class B Shares") held by Evolution Sponsor Holdings LLC, a Cayman Islands limited liability, and the sponsor of the issuer. The Class B shares will automatically convert into Class A ordinary shares of the issuer, $0.0001 par value per share (The "Class A Shares") upon consummation of the issuer's initial business combination. Evolution Capital Pty Ltd. is the managing member of Evolution Sponsor Holdings LLC. Stephen M. Silver is the managing member of Evolution Capital Pty Ltd, and has voting and investment power over the Class B shares held by Evolution Sponsor Holdings LLC. (2) Based on 32,000,000 ordinary shares of the issuer deemed to be outstanding, including (i) 24,000,000 Class A Shares issued in the public offering, and (ii) 8,000,000 Class B Shares, as set forth in the Issuer's final prospectus filed with the SEC pursuant to Rule 424(b)(4) on November 10, 2025. The Class B shares will automatically convert into Class A ordinary shares upon consummation of the issuer's initial business combination.


SCHEDULE 13G


 
Evolution Sponsor Holdings LLC
 
Signature:/s/ Stephen Silver
Name/Title:Authorized signatory of Evolution Capital Pty Ltd, Managing Member
Date:11/24/2025
 
Stephen Silver
 
Signature:/s/ Stephen Silver
Name/Title:Stephen Silver, CEO
Date:11/24/2025

Comments accompanying signature:  Exhibit 1 Joint Filing Agreement
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