Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities.
Market Information
Our Units, Class A ordinary shares and warrants
are listed on NYSE under the symbols “YCY.U”, “YCY” and “YCY.WS”, respectively.
Holders
As of December 31, 2025, there were two
holders of record of our Units, one holder of record of our Private Units, one holder of record of our Class A ordinary shares, one
holder of record of our Class B ordinary shares, one holder of record of our Public Warrant and zero holders of record of our
Private Warrant. The number of holders of record does not include a substantially greater number of “street name”
holders or beneficial holders whose Units, Class A ordinary shares and Public Warrants are held of record by banks, brokers and
other financial institutions.
Dividends
We have not paid any cash dividends on our ordinary
shares to date and do not intend to pay cash dividends prior to the completion of an initial business combination. The payment of cash
dividends in the future will be dependent upon our revenues and earnings, if any, capital requirements and general financial conditions
subsequent to completion of an initial business combination. The payment of any cash dividends subsequent to an initial business combination
will be within the discretion of our board of directors at such time. If we incur any indebtedness, our ability to declare dividends may
be limited by restrictive covenants we may agree to in connection therewith.
Securities Authorized for Issuance under Equity Compensation Plans
None.
Recent Sales of Unregistered Securities; Use of Proceeds from Registered
Offerings
On June 10, 2025, AA Mission
Sponsor II, our sponsor, paid $25,000, or approximately $0.01 per share, in consideration of 2,875,000 founder shares. Such securities
were issued in connection with our organization pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities
Act. The number of founder shares outstanding was determined based on the expectation that the total size of this offering would be a
maximum of 11,500,000 units if the underwriters’ over-allotment option is exercised in full and therefore that such founder shares
would represent approximately 20% of the outstanding shares after this offering. Up to 375,000 of these shares were subject to forfeit
depending on the extent to which the underwriters’ over-allotment is exercised. None of the founder shares were forfeited due to
the underwriters’ full exercise of the over-allotment.
AA Mission Sponsor II, our
sponsor, is the record holder of the shares reported herein. Qing Sun, our Chief Executive Officer, is the sole manager of our sponsor
and has voting and investment discretion with respect to the securities held of record by our sponsor and may be deemed to have beneficial
ownership of the securities held directly by our sponsor. Our sponsor is an accredited investor for purposes of Rule 501 of Regulation
D. Each of the equity holders in our sponsor is an accredited investor under Rule 501 of Regulation D. The sole business of our sponsor
is to act as the Company’s sponsor in connection with this offering. The limited liability company agreement of our sponsor provides
that its membership interests may only be transferred to our officers or directors or other persons affiliated with our sponsor, or in
connection with estate planning transfers.
Simultaneously with the closing
of our IPO, the placement unit purchaser purchased an aggregate of 334,000 private placement units, at a price of $10.00 per unit, for
an aggregate purchase price of $3,340,000. This issuance was made pursuant to the exemption from registration contained in Section 4(a)(2)
of the Securities Act.
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Item 6. [Reserved]