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.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
What is insider trading>>
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Yorkville International Capital Corp. (Name of Issuer) |
Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) |
G98665105 (CUSIP Number) |
06/15/2026 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | G98665105 |
| 1 | Names of Reporting Persons
Yorkville International Capital Sponsor, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
15,033,333.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
39.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The 15,033,333 founder shares referred to in Rows 5, 7, and 9 represent Issuer's Class B ordinary shares, par value $0.0001 per share ("Class B Ordinary Shares") which are automatically convertible into Issuer's Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") with or immediately following the Issuer's initial business combination (the "Business Combination") and may be converted at any time prior to the Business Combination at the option of the holder, as more fully described under the heading "Description of Securities-Founder Shares" in the Issuer's Registration Statement on Form S-1 (File No. 333-295912). YA II PN, Ltd., a Cayman Islands exempted company ("YA II PN"), is a member of the Yorkville International Capital Sponsor, LLC (the, "Sponsor") and holds an economic interest in a majority of the founder shares held of record by the Sponsor. YA II PN is a fund managed by Yorkville Advisors Global, LP ("Yorkville LP"). Yorkville LP is the manager of the Sponsor. Yorkville Advisors Global II, LLC ("Yorkville LLC") is the General Partner of Yorkville LP. Yorkville LLC's President and Managing Member, Mark Angelo, has the authority to make investment decisions for YA II PN. Mark Angelo, as the managing member of Yorkville LLC holds voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. The 15,033,333 founder shares referred to in Rows 5, 7, and 9 exclude 4,000,000 Class A Ordinary Shares which may be purchased by exercising warrants that are not presently exercisable. The percentage in Row 11 is based on 23,000,000 Class A Ordinary Shares issued and outstanding and 15,333,333 Class B Ordinary Shares issued and outstanding as of June 17, 2026, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 24, 2026.
SCHEDULE 13G
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| CUSIP No. | G98665105 |
| 1 | Names of Reporting Persons
YA II PN, Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
15,033,333.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
39.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The 15,033,333 founder shares referred to in Row 9 represent Issuer's Class B ordinary shares, par value $0.0001 per share ("Class B Ordinary Shares") which are automatically convertible into Issuer's Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") with or immediately following the Issuer's initial business combination (the "Business Combination") and may be converted at any time prior to the Business Combination at the option of the holder, as more fully described under the heading "Description of Securities-Founder Shares" in the Issuer's Registration Statement on Form S-1 (File No. 333-295912). YA II PN, Ltd., a Cayman Islands exempted company ("YA II PN"), is a member of the Yorkville International Capital Sponsor, LLC and holds an economic interest in a majority of the founder shares held of record by Yorkville International Capital Sponsor, LLC. YA II PN is a fund managed by Yorkville Advisors Global, LP ("Yorkville LP"). Yorkville LP is the manager of Yorkville International Capital Sponsor, LLC. Yorkville Advisors Global II, LLC ("Yorkville LLC") is the General Partner of Yorkville LP. Yorkville LLC's President and Managing Member, Mark Angelo, has the authority to make investment decisions for Yorkville II PN. Mark Angelo, as the managing member of Yorkville LLC holds voting and investment discretion with respect to the ordinary shares held of record by Yorkville International Capital Sponsor, LLC. The 15,033,333 founder shares referred to in Rows 9 exclude 4,000,000 Class A Ordinary Shares which may be purchased by exercising warrants that are not presently exercisable. The percentage in Row 11 is based on 23,000,000 Class A Ordinary Shares issued and outstanding and 15,333,333 Class B Ordinary Shares issued and outstanding as of June 17, 2026, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 24, 2026.
SCHEDULE 13G
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| CUSIP No. | G98665105 |
| 1 | Names of Reporting Persons
Yorkville Advisors Global, LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
15,033,333.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
39.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The 15,033,333 founder shares referred to in Row 9 represent Issuer's Class B ordinary shares, par value $0.0001 per share ("Class B Ordinary Shares") which are automatically convertible into Issuer's Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") with or immediately following the Issuer's initial business combination (the "Business Combination") and may be converted at any time prior to the Business Combination at the option of the holder, as more fully described under the heading "Description of Securities-Founder Shares" in the Issuer's Registration Statement on Form S-1 (File No. 333-295912). YA II PN, Ltd., a Cayman Islands exempted company ("YA II PN"), is a member of Yorkville International Capital Sponsor, LLC and holds an economic interest in a majority of the founder shares held of record by Yorkville International Capital Sponsor, LLC. YA II PN is a fund managed by Yorkville Advisors Global, LP ("Yorkville LP"). Yorkville LP is the manager of Yorkville International Capital Sponsor, LLC. Yorkville Advisors Global II, LLC ("Yorkville LLC") is the General Partner of Yorkville LP. Yorkville LLC's President and Managing Member, Mark Angelo, has the authority to make investment decisions for Yorkville II PN. Mark Angelo, as the managing member of Yorkville LLC holds voting and investment discretion with respect to the ordinary shares held of record by Yorkville International Capital Sponsor, LLC. The 15,033,333 founder shares referred to in Rows 9 exclude 4,000,000 Class A Ordinary Shares which may be purchased by exercising warrants that are not presently exercisable. The percentage in Row 11 is based on 23,000,000 Class A Ordinary Shares issued and outstanding and 15,333,333 Class B Ordinary Shares issued and outstanding as of June 17, 2026, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 24, 2026.
SCHEDULE 13G
|
| CUSIP No. | G98665105 |
| 1 | Names of Reporting Persons
Yorkville Advisors Global II, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
15,033,333.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
39.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The 15,033,333 founder shares referred to in Row 9 represent Issuer's Class B ordinary shares, par value $0.0001 per share ("Class B Ordinary Shares") which are automatically convertible into Issuer's Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") with or immediately following the Issuer's initial business combination (the "Business Combination") and may be converted at any time prior to the Business Combination at the option of the holder, as more fully described under the heading "Description of Securities-Founder Shares" in the Issuer's Registration Statement on Form S-1 (File No. 333-295912). YA II PN, Ltd., a Cayman Islands exempted company ("YA II PN"), is a member of Yorkville International Capital Sponsor, LLC and holds an economic interest in a majority of the founder shares held of record by Yorkville International Capital Sponsor, LLC. YA II PN is a fund managed by Yorkville Advisors Global, LP ("Yorkville LP"). Yorkville LP is the manager of Yorkville International Capital Sponsor, LLC. Yorkville Advisors Global II, LLC ("Yorkville LLC") is the General Partner of Yorkville LP. Yorkville LLC's President and Managing Member, Mark Angelo, has the authority to make investment decisions for Yorkville II PN. Mark Angelo, as the managing member of Yorkville LLC holds voting and investment discretion with respect to the ordinary shares held of record by Yorkville International Capital Sponsor, LLC. The 15,033,333 founder shares referred to in Rows 9 exclude 4,000,000 Class A Ordinary Shares which may be purchased by exercising warrants that are not presently exercisable. The percentage in Row 11 is based on 23,000,000 Class A Ordinary Shares issued and outstanding and 15,333,333 Class B Ordinary Shares issued and outstanding as of June 17, 2026, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 24, 2026.
SCHEDULE 13G
|
| CUSIP No. | G98665105 |
| 1 | Names of Reporting Persons
Mark Angelo | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
15,183,333.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
39.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: The 15,183,333 founder shares referred to in Rows 5, 7, and 9 represent Issuer's Class B ordinary shares, par value $0.0001 per share ("Class B Ordinary Shares") which are automatically convertible into Issuer's Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") with or immediately following the Issuer's initial business combination (the "Business Combination") and may be converted at any time prior to the Business Combination at the option of the holder, as more fully described under the heading "Description of Securities-Founder Shares" in the Issuer's Registration Statement on Form S-1 (File No. 333-295912). YA II PN, Ltd., a Cayman Islands exempted company ("YA II PN"), is a member of Yorkville International Capital Sponsor, LLC and holds an economic interest in a majority of the founder shares held of record by Yorkville International Capital Sponsor, LLC. YA II PN is a fund managed by Yorkville Advisors Global, LP ("Yorkville LP"). Yorkville LP is the manager of Yorkville International Capital Sponsor, LLC. Yorkville Advisors Global II, LLC ("Yorkville LLC") is the General Partner of Yorkville LP. Yorkville LLC's President and Managing Member, Mark Angelo, has the authority to make investment decisions for YA II PN. Mark Angelo, as the managing member of Yorkville LLC holds voting and investment discretion with respect to the ordinary shares held of record by Yorkville International Capital Sponsor, LLC. The 15,183,333 founder shares referred to in Rows 5, 7, and 9 exclude 4,000,000 Class A Ordinary Shares which may be purchased by exercising warrants that are not presently exercisable. The percentage in Row 11 is based on 23,000,000 Class A Ordinary Shares issued and outstanding and 15,333,333 Class B Ordinary Shares issued and outstanding as of June 17, 2026, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 24, 2026.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Yorkville International Capital Corp. | |
| (b) | Address of issuer's principal executive offices:
1012 Springfield Avenue Mountainside, New Jersey 07092 | |
| Item 2. | ||
| (a) | Name of person filing:
Yorkville International Capital Sponsor, LLC, YA II PN, Ltd Yorkville Advisors Global, LP Yorkville Advisors Global II, LLC Mark Angelo | |
| (b) | Address or principal business office or, if none, residence:
1012 Springfield Avenue Mountainside, New Jersey 07092 | |
| (c) | Citizenship:
Yorkville Acquisition Sponsor LLC (the "Sponsor"), a Delaware limited liability company; YA II PN, Ltd. ("YA II PN"), a Cayman Islands exempt company; Yorkville Advisors Global, LP ("Yorkville LP"), a Delaware limited partnership; and Yorkville Advisors Global II, LLC (Yorkville LLC), a Delaware limited liability company Mark Angelo, a citizen of the United States of America. | |
| (d) | Title of class of securities:
Class A Ordinary Shares, par value $0.0001 per share | |
| (e) | CUSIP No.:
| |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
| |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
| |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
As of June 17, 2026, the Reporting Persons may be deemed to beneficially own 15,183,333 of the Issuer's Class B Ordinary Shares. Yorkville International Capital Sponsor, LLC is the record holder of such shares. YA II PN, Ltd., a Cayman Islands exempted company ("YA II PN"), is a member of Yorkville International Capital Sponsor, LLC and holds an economic interest in a majority of the founder shares held of record by Yorkville International Capital Sponsor, LLC. YA II PN is a fund managed by Yorkville Advisors Global, LP ("Yorkville LP"). Yorkville LP is the manager of Yorkville International Capital Sponsor, LLC. Yorkville Advisors Global II, LLC ("Yorkville LLC") is the General Partner of Yorkville LP. Yorkville LLC's President and Managing Member, Mark Angelo, has the authority to make investment decisions for YA II PN. Mark Angelo, the Chairman of our board of directors, as the managing member of Yorkville LLC holds voting and investment discretion with respect to the ordinary shares held of record by Yorkville International Capital Sponsor, LLC. This Statement shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) and 13(g), beneficial owners of any securities covered by this Statement. | |
| (b) | Percent of class:
The 15,183,333 of the Issuer's Class B Ordinary Shares owned by the Reporting Persons constitute 39.6% of the total number of Class A Ordinary Shares issued and outstanding and assuming the conversion of all issued and outstanding Class B Ordinary Shares of the Issuer. The Class B Ordinary Shares are automatically convertible into Class A Ordinary Shares with or immediately following the Business Combination on a one-for-one basis and may be converted at any time prior to the Business Combination at the option of the holder on a one-for-one basis, subject to certain adjustments, as more fully described under the heading "Description of Securities-Founder Shares" in the Issuer's Registration Statement on Form S-1 (File No. . 333-295912). The percentage of the Class B Ordinary Shares held by the Reporting Persons is based on 38,333,333 Class A Ordinary Shares issued and outstanding as of June 17, 2026, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 24, 2026 and assuming the conversion of all 15,333,333 Class B Ordinary Shares. %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
Yorkville International Capital Sponsor, LLC: 15,033,333.00, YA II PN, Ltd: 0, Yorkville Advisors Global, LP: 0, Yorkville Advisors Global II, LLC: 0, Mark Angelo: 150,000 | ||
| (ii) Shared power to vote or to direct the vote:
Yorkville International Capital Sponsor, LLC: 15,033,333.00, YA II PN, Ltd: 15,033,333.00, Yorkville Advisors Global, LP: 15,033,333.00, Yorkville Advisors Global II, LLC: 15,033,333.00, Mark Angelo: 15,033,333.00 | ||
| (iii) Sole power to dispose or to direct the disposition of:
Yorkville International Capital Sponsor, LLC: 15,033,333.00, YA II PN, Ltd: 0, Yorkville Advisors Global, LP: 0, Yorkville Advisors Global II, LLC: 0, Mark Angelo: 150,000 | ||
| (iv) Shared power to dispose or to direct the disposition of:
Yorkville International Capital Sponsor, LLC: 15,033,333.00, YA II PN, Ltd: 15,033,333.00, Yorkville Advisors Global, LP: 15,033,333.00, Yorkville Advisors Global II, LLC: 15,033,333.00, Mark Angelo: 15,033,333.00 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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