SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Mudita Advisors LLP

(Last)

(First)

(Middle)

8 ST JAMES'S SQUARE

6TH FLOOR

(Street)

LONDON

SW1Y 4JU

(City)

(State)

(Zip)

UNITED KINGDOM

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/12/2026

3. Issuer Name and Ticker or Trading Symbol
Metals Acquisition Corp. II [ MTAL.U ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		Investment Advisor

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Ordinary Shares (from Units)	133,425	I	Shares directly owned by 238 Plan Associates, advised by Mudita Advisors LLP.
Class A Ordinary Shares (from Units)	506,450	I	Shares directly owned by Cassini Partners LP - Aristillus, advised by Mudita Advisors LLP.
Class A Ordinary Shares (from Units)	249,850	I	Shares directly owned by Mudita Eudoxus LP, advised by Mudita Advisors LLP.
Class A Ordinary Shares (from Units)	1,610,275	I	Shares directly owned by Mudita Original Partnership LP, advised by Mudita Advisors LLP.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Public Warrants (1/3 per Unit)	⁽¹⁾	⁽²⁾	Class A Ordinary Shares	44,475	$11.5	I	Warrants directly owned by 238 Plan Associates, advised by Mudita Advisors LLP.
Public Warrants (1/3 per Unit)	⁽¹⁾	⁽²⁾	Class A Ordinary Shares	168,816	$11.5	I	Warrants directly owned by Cassini Partners LP - Aristillus, advised by Mudita Advisors LLP.
Public Warrants (1/3 per Unit)	⁽¹⁾	⁽²⁾	Class A Ordinary Shares	82,283	$11.5	I	Warrants directly owned by Mudita Eudoxus LP, advised by Mudita Advisors LLP.
Public Warrants (1/3 per Unit)	⁽¹⁾	⁽²⁾	Class A Ordinary Shares	536,758	$11.5	I	Warrants directly owned by Mudita Original Partnership LP, advised by Mudita Advisors LLP.

Explanation of Responses:

1. The warrants become exercisable 30 days after the completion of the initial business combination.

2. Five years after the completion of Metals Acquisition Corp. II's initial business combination, or earlier if they are redeemed or the company is liquidated.

Remarks:

The reported securities are directly held by Investment Funds as listed. The reporting entity, Mudita Advisors LLP acts as Investment Advisor and has voting and dispositive discretion over the reported securities, but disclaims any beneficial ownership, except to the extent of their pecuniary interests therein, if any.

	Kevin Mandy	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)