Form 4: Averin Capital Amends Form 4, Adds Eric Berry as Reporting Person
Amendment to Insider Ownership Report
Averin Capital Acquisition Corp. filed an amended Form 4 to include Eric Berry as an additional reporting person for beneficial ownership of Class A Ordinary Shares.
Summary
- Averin Capital Acquisition Corp. filed an amended Form 4 (Form 4/A) on March 3, 2026, to include Eric Berry as an additional reporting person.
- The amendment pertains to the beneficial ownership of 200,000 Class A Ordinary Shares acquired on February 20, 2025, at a price of $10 per share.
- These shares are held directly by Averin Capital Acquisition Sponsor LLC, with Handel Rose LLC, David Berry, and Eric Berry deemed indirect beneficial owners.
- The filing clarifies that 7,187,500 Class B ordinary shares, which are convertible to Class A shares upon an initial business combination, are not included in this reported amount.
- The original Form 4 was filed on February 20, 2026, and the amendment was necessary because Eric Berry did not have EDGAR access codes at the time of the initial filing.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a neutral to slightly positive administrative update. The correction improves transparency, and the underlying insider purchase at $10 per share is a positive signal of management alignment, though the amendment itself is routine.
Positives
- The amendment clarifies beneficial ownership, improving transparency and regulatory compliance.
- The underlying insider ownership of 200,000 Class A Ordinary Shares acquired at $10 per share indicates alignment of interests between the reporting persons and shareholders.
Future Outlook
The filing does not contain specific forward-looking statements or guidance, beyond the mention of Class B shares converting upon an initial business combination.
Management Comments
- "This Form 4/A amends the Form 4 filed on February 20, 2026 (the 'Original Form 4') solely to add Eric Berry as an additional Reporting Person."
- "Although Eric Berry was identified in the Original Form 4, he was not separately listed as a Reporting Person at that time because he did not yet have EDGAR access codes."
- "Each such person disclaims any beneficial ownership of the securities reported herein other than to the extent of any pecuniary interest they may have therein, directly or indirectly."
Industry Context
StockSavvy.ai notes that Form 4 filings are standard disclosures for insider transactions, particularly for Special Purpose Acquisition Companies (SPACs) like Averin Capital Acquisition Corp. as they approach or complete a business combination. The amendment to include an additional reporting person is an administrative correction, common in regulatory filings to ensure full transparency of beneficial ownership.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Reporting Person | N/A (identified but not separately listed) | Eric Z. Berry | 03/03/2026 | Administrative correction to add Eric Berry as a separately listed reporting person due to prior lack of EDGAR access codes. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Transparency Enhancement | The addition of Eric Berry as a separately listed reporting person on Form 4 improves transparency regarding beneficial ownership and corporate governance compliance. | 03/03/2026 | Enhances regulatory compliance and stakeholder confidence by providing a complete picture of insider ownership. |
Related Party Transactions
- The acquisition of 200,000 Class A Ordinary Shares by Averin Capital Acquisition Sponsor LLC was pursuant to a Private Placement Units Purchase Agreement by and between the Sponsor and Averin Capital Acquisition Corp.
- Handel Rose LLC is the sole managing member of Averin Capital Acquisition Sponsor LLC, and Eric Berry and David Berry are managers of Handel Rose LLC, indicating a related party structure for beneficial ownership.
Stakeholder Impact
- Shareholders: Increased transparency regarding beneficial ownership. The underlying insider purchase at $10 per share suggests management confidence. Potential future dilution from Class B share conversion is a structural consideration for SPACs.
- Regulatory Authorities: Improved compliance with Section 16(a) reporting requirements.
Next Steps
- The conversion of 7,187,500 Class B ordinary shares into Class A ordinary shares is expected at the time of the Issuer's initial business combination.
Key Dates
| Date | Description |
|---|---|
| 02/20/2025 | Date of acquisition of 200,000 Class A Ordinary Shares by Averin Capital Acquisition Sponsor LLC. |
| 02/20/2026 | Date the original Form 4 was filed. |
| 03/03/2026 | Date the amended Form 4 (Form 4/A) was filed and signed. |
Recommendation
holdThis Form 4/A is an administrative amendment to correct a prior filing by adding a reporting person. It does not disclose new material information that would fundamentally alter the investment thesis for Averin Capital Acquisition Corp. The underlying insider purchase at $10 per share is a positive signal of alignment, but the filing itself is routine and does not warrant a change in investment posture.
Keywords
Averin Capital Acquisition Corp, ACAAU, Form 4, Beneficial Ownership, Insider Trading, SEC Filing, Class A Ordinary Shares, Private Placement, Sponsor, Eric Berry, David Berry, Handel Rose LLC
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