SCHEDULE: First Trust Entities Boost Stake in Oak Woods

First Trust Merger Arbitrage Fund and affiliated entities disclose increased beneficial ownership in Oak Woods Acquisition Corp, now holding up to 14.71% of Class A Ordinary Shares.

Summary

• First Trust Merger Arbitrage Fund (VARBX), First Trust Capital Management L.P. (FTCM), First Trust Capital Solutions L.P. (FTCS), and FTCS Sub GP LLC (Sub GP) have filed an Amendment No. 2 to Schedule 13G regarding their beneficial ownership in Oak Woods Acquisition Corp.
• As of June 30, 2025, VARBX beneficially owned 505,710 Class A Ordinary Shares, representing 14.14% of the class, with sole voting and dispositive power.
• Collectively, FTCM, FTCS, and Sub GP beneficially owned 526,103 Class A Ordinary Shares, representing 14.71% of the class, also with sole voting and dispositive power.
• FTCM serves as an investment adviser to client accounts, including VARBX, and is deemed the beneficial owner of shares held in these accounts.
• FTCS and Sub GP are control persons of FTCM and are therefore deemed beneficial owners of the shares reported, although they do not hold shares for their own accounts.
• The reporting persons certify that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of Oak Woods Acquisition Corp.

Sentiment

Score: 5

Explanation: The filing is a neutral disclosure of beneficial ownership, providing no direct positive or negative operational or financial information about the issuer. The significant stake by a reputable investment firm could be seen as a minor positive signal of confidence.

Positives

• Significant institutional ownership by First Trust entities, which may signal confidence in Oak Woods Acquisition Corp's investment prospects or the underlying merger arbitrage strategy.
• The explicit statement that shares are held in the ordinary course of business and not for influencing control suggests a passive investment, which can be viewed positively for management stability.

Future Outlook

NA

Management Comments

• "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11."

Industry Context

This filing reflects a common practice among investment funds, particularly those focused on merger arbitrage or special purpose acquisition companies (SPACs) like Oak Woods Acquisition Corp, to disclose significant passive ownership stakes as required by SEC regulations.

Comparison to Industry Standards

• The beneficial ownership percentages of 14.14% and 14.71% are substantial for an institutional investor, placing First Trust entities among the largest shareholders of Oak Woods Acquisition Corp.
• This level of ownership is typical for active investment funds or asset managers taking significant positions in publicly traded companies, especially in the context of SPACs where large institutional holders are common.
• The filing adheres to the standard Schedule 13G requirements for passive investors holding over 5% of a class of securities.

Stakeholder Impact

• Shareholders: Provides transparency regarding significant institutional ownership, which can influence market perception and liquidity.
• Management: Confirms a significant passive institutional investor base, which typically implies less direct involvement in corporate control matters.

Key Dates

Keywords

Oak Woods Acquisition Corp, First Trust Merger Arbitrage Fund, First Trust Capital Management, Schedule 13G, Beneficial Ownership, Class A Ordinary Shares, Investment Fund, SEC Filing, Institutional Investor, Merger Arbitrage