Iris Acquisition Corp II filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
(Exact name of Registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
|
OT 09-31 PO Box |
N/A | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s
telephone number, including area code: +
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act |
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| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
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mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
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Item 1.01 Entry into a Material Definitive Agreement.
As of March 30, 2026, Iris Acquisition Corp II (the “Company”) entered into a first amendment (the “Amendment”) to the Administrative Services Agreement, dated February 2, 2026 (the “Administrative Services Agreement”) with Iris Acquisition Holdings II LLC (the “Sponsor”), pursuant to which Sponsor or its affiliate (the “Sponsor Affiliate”) shall make available certain office space situated at Unit OT 09-31, Level 9, Central Park Towers, DIFC, Dubai, United Arab Emirates, for the sum of $20,000 per month. Pursuant to the Amendment, accrued fees for the months of February and March 2026, aggregating to $40,000, which were due and payable to the Sponsor shall be redirected to the Sponsor Affiliate.
A copy of the Amendment is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The disclosures set forth in this Item 1.01 are intended to be summaries only and are qualified in their entirety by reference to the Amendment.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Amendment to Administrative Services Agreement |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: April 2, 2026 | ||
| Iris Acquisition Corp II | ||
| By: | /s/ Sumit Mehta | |
| Name: | Sumit Mehta | |
| Title: | Chief Executive Officer | |
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