Sec Form 3 Filing - ANGELO MARK @ Texas Ventures Acquisition III Corp - 2025-09-18

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ANGELO MARK
2. Issuer Name and Ticker or Trading Symbol
Texas Ventures Acquisition III Corp [ TVA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O TEXAS VENTURES ACQUISITION III CORP, 1012 SPRINGFIELD AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
09/18/2025
(Street)
MOUNTAINSIDE, NJ07092
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Ordinary Shares ( 1 ) ( 1 ) ( 1 ) Class A Ordinary Shares 7,500,000 ( 2 ) ( 3 ) I See Footnote ( 3 )
Private Placement Warrants $ 11.5 ( 4 ) ( 4 ) Class A Ordinary Shares 4,700,000 ( 2 ) ( 3 ) I See Footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ANGELO MARK
C/O TEXAS VENTURES ACQUISITION III CORP
1012 SPRINGFIELD AVENUE
MOUNTAINSIDE, NJ07092
X X
Yorkville Acquisition Sponsor II, LLC
C/O TEXAS VENTURES ACQUISITION III CORP
1012 SPRINGFIELD AVENUE
MOUNTAINSIDE, NJ07092
X
Signatures
By: /s/ Mark Angelo 10/14/2025
Signature of Reporting Person Date
By: /s/ Mark Angelo, Yorkville Acquisition Sponsor II, LLC 10/14/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As described in the Issuer's registration statement on Form S-1, as amended (File No. 333-284793) under the heading "Description of Securities-Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination or earlier at the option of the holder on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.
( 2 )These Class B ordinary shares and private placement warrants are held by Yorkville Acquisition Sponsor II LLC (the "New Sponsor") and were acquired pursuant to a purchase agreement, dated September 18, 2025, by and between the New Sponsor, the Issuer, and TV Partners III, LLC.
( 3 )YA II PN, Ltd. ("YA II PN") is the sole member and manager of the Sponsor and holds voting and investment discretion over the securities held by the Sponsor. YA II PN is managed by Yorkville Advisors Global, LP ("Yorkville LP"), whose General Partner is Yorkville Advisors Global II, LLC ("Yorkville LLC"). All investment decisions for YA II PN are made by Mark Angelo, President and Managing Member of Yorkville LLC, and, as President and Managing Member of Yorkville LLC, Mr. Angelo may be deemed to have beneficial ownership of the Class B ordinary shares and private placement warrants held by the Sponsor. Mr. Angelo disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
( 4 )As described in the Issuer's registration statement on Form S-1, as amended (File No. 333-284793) under the heading 'Description of Securities-Private Placement Warrants,' each private placement warrant is exercisable for one Class A ordinary share at an exercise price of $11.50 per share, subject to adjustment as described therein. The private placement warrants become exercisable 30 days after the completion of the Issuer's initial business combination and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation, subject to certain terms and conditions described therein.

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