SCHEDULE: Galata Acquisition Sponsor II Discloses 25% Stake

Galata Acquisition Sponsor II, LLC, Callaway Capital Management, LLC, and Daniel Freifeld reported beneficial ownership of 25.0% of Galata Acquisition Corp. II's Class A Ordinary Shares.

Summary

• Galata Acquisition Sponsor II, LLC, Callaway Capital Management, LLC, and Daniel Freifeld collectively reported beneficial ownership of 5,750,000 Class B Ordinary Shares of Galata Acquisition Corp. II.
• These Class B Ordinary Shares represent 25.0% of the total Class A Ordinary Shares, assuming their conversion.
• The calculation is based on 17,250,000 Class A Ordinary Shares and 5,750,000 Class B Ordinary Shares outstanding as of November 13, 2025.
• Daniel Freifeld, the Issuer's Chairman and Chief Investment Officer, holds voting and investment discretion through his roles in Callaway Capital Management, LLC and Galata Acquisition Sponsor II, LLC.
• The reported ownership excludes 3,575,000 Class A Ordinary Shares that could be acquired by exercising warrants not yet exercisable.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral disclosure, as it is a routine regulatory filing confirming existing beneficial ownership by the SPAC sponsor and its affiliates, without indicating new developments or changes in company performance.

Future Outlook

The filing notes that Class B Ordinary Shares are automatically convertible into Class A Ordinary Shares with or immediately following the Issuer's initial business combination, or at the option of the holder prior to the business combination.

Industry Context

StockSavvy.ai notes that Schedule 13G filings are standard disclosures for significant shareholders, particularly common for SPAC sponsors like Galata Acquisition Sponsor II, LLC, who typically hold a substantial founder stake. This filing confirms the sponsor's continued significant ownership ahead of a potential business combination, aligning with typical SPAC structures where sponsors maintain a substantial equity position.

Stakeholder Impact

• Shareholders: Confirms the significant ownership stake of the sponsor group, which typically aligns their interests with long-term company success, especially in a SPAC context leading up to a business combination.

Next Steps

• Conversion of Class B Ordinary Shares into Class A Ordinary Shares upon or immediately following the Issuer's initial business combination.

Key Dates

Keywords

Galata Acquisition Corp. II, Schedule 13G, Beneficial Ownership, Class A Ordinary Shares, Class B Ordinary Shares, Galata Acquisition Sponsor II, LLC, Callaway Capital Management, LLC, Daniel Freifeld, SPAC, Shareholder Disclosure