EGH Acquisition Corp. — Director's Dealing 2025

Jun 25, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EGH Acquisition Corp. (EGHA)
CIK: 0002052547
Period of Report: 2025-06-23

Reporting Person: EGH Sponsor LLC (10% Owner)
Reporting Person: EGH Management LLC (10% Owner)
Reporting Person: Energy Growth Holdings LLC (10% Owner)
Reporting Person: LIPSHER ANDREW B (Director, Chief Executive Officer, 10% Owner)
Reporting Person: Cubbage Vincent T. (Director, Chairman & CFO, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-06-23	Class B Ordinary Shares	$	J	750000	Disposed		Class A ordinary shares (750000)	Direct

Footnotes

F1: As described in the registration statement on Form S-1 (File No. 333-286583) of EGH Acquisition Corp. (the "Issuer") under the heading "Description of Securities--Founder Shares," the shares of Class B ordinary shares will automatically convert into shares of Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.

F2: Forfeiture and cancellation of shares of Class B ordinary shares for no consideration because the underwriters' over-allotment option was not exercised.

F3: EGH Sponsor LLC, our sponsor, is the record holder of such shares. The managing member of our sponsor is EGH Management LLC, and the managing member of EGH Management LLC is Energy Growth Holdings LLC. Mr. Andrew B. Lipsher, our Chief Executive Officer, and Mr. Vincent T. Cubbage, our Chairman and Chief Financial Officer, are the managing members of Energy Growth Holdings LLC, and hold voting and investment discretion with respect to the ordinary shares held of record by the sponsor. As such, Mr. Lipsher and Mr. Cubbage may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Lipsher and Mr. Cubbage disclaim any beneficial ownership except to the extent of their pecuniary interest therein.