v3.26.1
S-K 1603, SPAC Sponsor; Conflicts of Interest
May 08, 2026
Spac Sponsor And Conflicts Of Interest Line Items  
SPAC Sponsor and Affiliates Information, Restrictions on Sale of SPAC Securities [Table Text Block]

Pursuant to a letter agreement to be entered with us, each of our sponsor, directors and officers has agreed to restrictions on its ability to transfer, assign, or sell the founder shares and private placement units, as summarized in the table below.

Subject Securities   Expiration Date   Natural Persons and
Entities Subject to
Restrictions
  Exceptions to Transfer
Restrictions
Founder Shares   The earlier of (A) six months after the completion of our initial business combination or earlier if, subsequent to our initial business combination, the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 30 days after our initial business combination and (B) the date following the completion of our initial business combination on which we complete a liquidation, merger, share exchange or other similar transaction that results in all of our shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property.   Disciplined Growth Sponsor LLC
Robert Wotczak
At-risk capital investors
Emma Dell’Acqua
John W. Heilshorn
Aaron Spool
Michael Faber
John Ziegelman
Jay Gettenberg
 

Transfers permitted (a) to our officers, directors, advisors or consultants, any affiliate or family member of any of our officers, directors, advisors or consultants, any members or partners of the sponsor or their respective affiliates and funds and accounts advised by such members or partners, any affiliates of the sponsor, or any employees of such affiliates (or in the case of the at-risk capital investors, to any person, provided that, prior to any transfer of any founder shares by the at-risk capital investors, such person must enter into a written agreement agreeing to be bound by the terms of the subscription agreements entered into with us and the at-risk capital investors);, (b) in the case of an individual, as a gift to such person’s immediate family or to a trust, the beneficiary of which is a member of such person’s immediate family, an affiliate of such person or to a charitable organization; (c) in the case of an individual, by virtue of laws of descent and distribution upon death of such person; (d) in the case of an individual, pursuant to a qualified domestic relations order; (e) by private sales or transfers made in connection with any forward purchase agreement or similar arrangement, in connection with an extension of the completion window or in connection with the consummation of a business combination at prices no greater than the price at which the shares or rights were originally purchased; (f) pro rata distributions from our sponsor to its respective members, partners or shareholders pursuant to our sponsor’s limited liability company agreement or other charter documents; (g) by virtue of the laws of the State of Delaware or our sponsor’s limited liability company agreement upon dissolution of our sponsor, (h) in the event of our liquidation prior to our consummation of our initial business combination; (i) in the event that, subsequent to our consummation of an initial business combination, we complete a liquidation, merger, share exchange or other similar transaction which results in all of our shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property or (j) to a nominee or custodian of a person or entity to whom a transfer would be permissible under clauses (a) through (g); provided, however, that in the case of clauses (a) through (g) and clause (j) these permitted transferees must enter into a written agreement agreeing to be bound by these transfer restrictions and the other restrictions contained in the letter agreements.

Subject Securities   Expiration Date   Natural Persons and
Entities Subject to
Restrictions
  Exceptions to Transfer
Restrictions
Private placement units (including underlying securities)   30 days after the completion of our initial business combination   Disciplined Growth
Sponsor , LLC
Robert Wotczak
Maxim Group LLC
At-risk capital investors Emma Dell’Acqua
John W. Heilshorn
Aaron Spool
Michael Faber
John Ziegelman
Jay Gettenberg  
  Same as above, except Maxim shall also be permitted to make the same type of transfers to their affiliates as the sponsor can make to its affiliates as described above.
             
Any units, rights, ordinary shares or any other securities convertible into, or exchangeable for, any units, ordinary shares, founder shares or rights   180 days   Disciplined Growth
Sponsor , LLC
Robert Wotczak
Maxim Group LLC
At-risk capital investors Emma Dell’Acqua
John W. Heilshorn
Aaron Spool
Michael Faber
John Ziegelman
Jay Gettenberg  
  The 180 day lock-up period is pursuant to the underwriting agreement and can be waived with the prior written consent of Maxim.

See “Underwriting — Lock-up.”   Our sponsor, officers and directors are also subject to separate transfer restrictions on their founder shares and private placement units pursuant to the letter agreement described in the immediately preceding paragraphs.