UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE TO
TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
SKYBRIDGE OPPORTUNITY FUND
(Name of Subject Company (Issuer))
SKYBRIDGE OPPORTUNITY FUND
(Name of Filing Person(s) (Issuer))
SHARES OF BENEFICIAL INTEREST, PAR VALUE $0.00001 PER SHARE
(Title of Class of Securities)
N/A
(CUSIP Number of Class of Securities)
Marie Noble
SkyBridge Capital II, LLC
527 Madison Avenue
New York, New York 10022
(212) 485-3100
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of the Filing Person(s))
| Rajib Chanda, Esq. Simpson Thacher & Bartlett LLP 900 G Street N.W. Washington, D.C. 20001 (202) 636-5500 |
Kenneth Burdon, Esq. Simpson Thacher & Bartlett LLP 855 Boylston Street Boston, MA 02116 (617) 778-9200 |
July 30, 2026
(Date Tender Offer First Published, Sent or Given to Security Holders)
| ☐ | Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. |
Check the appropriate boxes below to designate any transactions to which the statement relates:
| ☐ | third-party tender offer subject to Rule 14d-1. |
| ☒ | issuer tender offer subject to Rule 13e-4. |
| ☐ | going-private transaction subject to Rule 13e-3. |
| ☐ | amendment to Schedule 13D under Rule 13d-2. |
Check the following box if the filing is a final amendment reporting the results of the tender offer: ☐
This Amendment No. 1 (the “Amendment”) relates to the Issuer Tender Offer Statement on Schedule TO (the “Statement”) originally filed on July 30, 2026 by SkyBridge Opportunity Fund (the “Company”), in connection with an offer by the Company to purchase up to 5% of its outstanding shares of beneficial interest, par value $0.00001 per share (“Shares”), from the shareholders of the Company on the terms and subject to the conditions set forth in the Offer to Purchase filed as Exhibit B to the Statement.
Only those items amended or supplemented are reported in this Amendment. Except as specifically provided herein, the information contained in the Statement remains unchanged, and this Amendment does not modify any of the information previously reported on the Statement. You should read this Amendment together with the Statement and the Offer to Purchase dated July 30, 2026.
Item 12. Exhibits.
Item 12 of the Statement is hereby amended and supplemented by adding the following exhibit:
| Exhibit |
Description | |
| G. | Amended and Restated Form of Letter to Shareholders, dated September 21, 2026. | |
| EX-FILING FEES | Calculation of Filing Fee Tables. | |
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify that the information set out in this statement is true, complete and correct.
| SKYBRIDGE OPPORTUNITY FUND | ||
| By: | /s/ Raymond Nolte | |
| Name: Raymond Nolte | ||
| Title: President and Trustee | ||
September 21, 2026