SCHEDULE: Vendome Acquisition Sponsor I Amends 20% Stake

Vendome Acquisition Sponsor I LLC and Vendome Acquisition Holding I LLC have filed an amended Schedule 13G, disclosing a 20% beneficial ownership in Vendome Acquisition Corp I's Class A Ordinary Shares.

Summary

• Vendome Acquisition Sponsor I LLC and Vendome Acquisition Holding I LLC (the "Reporting Persons") filed an Amendment No. 1 to Schedule 13G.
• The filing reports beneficial ownership of 5,000,000 Class B ordinary shares (Founder Shares) in Vendome Acquisition Corp I.
• These Founder Shares are convertible into Class A Ordinary Shares.
• The aggregate amount beneficially owned by each Reporting Person is 5,000,000 shares, representing 20% of the Class A Ordinary Shares.
• The percentage is calculated based on 25,000,000 total Ordinary Shares outstanding, comprising 20,000,000 Class A Ordinary Shares and 5,000,000 Founder Shares.
• On August 22, 2025, the Sponsor forfeited 750,000 Founder Shares because the underwriters' over-allotment option for the initial public offering was not exercised.
• The reported ownership does not include Class A Ordinary Shares that may be issued upon the exercise of Private Placement Warrants held by the Sponsor, as they are not exercisable within 60 days.
• Both Reporting Persons are organized in the Cayman Islands.

Sentiment

Score: 5

Explanation: This is a routine regulatory filing (Schedule 13G amendment) disclosing beneficial ownership and a change in share count due to a standard IPO mechanism (over-allotment option). It does not contain information that would typically be considered positive or negative for the company's operational performance or future prospects.

Future Outlook

No specific forward-looking statements or guidance are provided in this filing.

Management Comments

• Investment and voting decisions are made by 51% or more of the voting power held by the managing member of the Sponsor.
• The members of Sponsor HoldCo are Diana Derycz-Kessler, Scott LaPorta and Paul Kessler, who by virtue of their control of Sponsor HoldCo may be deemed to share beneficial ownership of the referenced Founder Shares held by the Sponsor.
• Each of Mrs. Kessler and Messrs. LaPorta and Kessler disclaims beneficial ownership of the Founder Shares held by the Sponsor.

Industry Context

This is a standard disclosure for a SPAC sponsor's ownership. SPACs (Special Purpose Acquisition Companies) typically have sponsors who hold founder shares. The forfeiture of shares due to an unexercised over-allotment option is a common occurrence in initial public offerings.

Related Party Transactions

• Vendome Acquisition Sponsor I LLC is the record holder of 5,000,000 Founder Shares.
• Vendome Acquisition Holding I LLC is the managing member of Vendome Acquisition Sponsor I LLC and may be deemed to beneficially own the shares held by the Sponsor.
• Diana Derycz-Kessler, Scott LaPorta, and Paul Kessler are members of Sponsor HoldCo and control its voting power, potentially sharing beneficial ownership of the Founder Shares held by the Sponsor, though they disclaim such ownership.

Stakeholder Impact

• Shareholders: The disclosure clarifies the beneficial ownership structure and the impact of the over-allotment option on the sponsor's stake, providing transparency.
• Sponsor: The Sponsor's stake was reduced by 750,000 Founder Shares due to the over-allotment option not being exercised.

Key Dates

Keywords

Vendome Acquisition Corp I, Schedule 13G, beneficial ownership, Class A Ordinary Shares, Founder Shares, SPAC, Sponsor, Vendome Acquisition Sponsor I LLC, Vendome Acquisition Holding I LLC, G9580A109, SEC filing