AACI 10-K & 10-Q changes, risk factors and insider trading
Armada Acquisition Corp. III (also AACIU, AACIW) · Nasdaq · Blank Checks · CIK 2092897 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Comparison not available: Not available: fewer than two 10-K filings on EDGAR to compare (only one so far)..
What changed in the latest 10-Q
Risk Factors
We are a smaller reporting company as defined by Rule
12b-2
of the Exchange Act and are not required to provide the information otherwise required under this item.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
“For the six months ended June 30, 2026, we had a net income of $2,390,876, which consists of interest income on marketable securities held in the Trust Account of $3,072,228 offset by general and administrative costs of $525,271 and share-based compensation expense of $156,081.”see in full comparison
For thesee in full comparisonthreesix months endedMarchJune31,30, 2026, cash used in operating activities was$295,209.$463,567. Net income of$423,410$2,390,876 was affected by interest earned on cash and marketable securities held in the Trust Account of$796,984,$3,072,228 andoffset byshare-based compensation of$82,535.$156,081. Changes in operating assets and liabilities used$4,260$28,662 of cash for operating activities.
For the three months endedsee in full comparisonMarchJune31,30, 2026, we had a net income of$423,410,$1,967,466, which consists of interest income on marketable securities held in the Trust Account of$796,894$2,275,334 offset by general and administrative costs of$290,949$234,322 and share-based compensation expense of$82,535.$73,546.
The Company has engagedsee in full comparisonXavieranCasanova, advisor,advisor to perform strategic advisory services in connection with performing due diligence of potential target companies at a rate of $5,000 per month during the term of the agreement (to be prorated for partial months of service). The Company may elect to defer payment of any or all compensation, and any such deferred compensation shall be due and payable to the advisor at the time of the initial Business Combination or, if earlier, the dissolution of the Company. As ofMarchJune31,30,20262026,a de minimis amount$15,323 was included in accrued expenses in the accompanying condensed balance sheets.
As ofsee in full comparisonMarchJune31,30, 2026, we had marketable securities held in the Trust Account of$249,296,894$251,572,228 (includingapproximately $796,894$3,072,228 of interest income), consisting of U.S. Treasury Bills with a maturity of 185 days or less. We may withdraw interest from the Trust Account to pay taxes, if any. We intend to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account (less income taxes payable), to complete our Business Combination. To the extent that our share capital or debt is used, in whole or in part, as consideration to complete our Business Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.
As ofsee in full comparisonMarchJune31,30, 2026, we had$903,352$708,174 in cash and working capital of$703,605.$540,753.
Full comparison: every changed paragraph (10)
We have neither engaged in any operations nor generated any revenues to date. Our only activities from September 19, 2025 (inception) through MarchJune 31,30, 2026 were organizational activities, those necessary to prepare for the Initial Public Offering, described below, and identifying a target company for a Business Combination. We do not expect to generate any operating revenues until after the completion of our Business Combination. We generate non-operating income in the form of interest income on marketable securities held in the Trust Account. We incur expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses.
For the three months ended MarchJune 31,30, 2026, we had a net income of $423,410,$1,967,466, which consists of interest income on marketable securities held in the Trust Account of $796,894$2,275,334 offset by general and administrative costs of $290,949$234,322 and share-based compensation expense of $82,535.$73,546.
For the six months ended June 30, 2026, we had a net income of $2,390,876, which consists of interest income on marketable securities held in the Trust Account of $3,072,228 offset by general and administrative costs of $525,271 and share-based compensation expense of $156,081.
As of MarchJune 31,30, 2026, we had $903,352$708,174 in cash and working capital of $703,605.$540,753.
For the threesix months ended MarchJune 31,30, 2026, cash used in operating activities was $295,209.$463,567. Net income of $423,410$2,390,876 was affected by interest earned on cash and marketable securities held in the Trust Account of $796,984,$3,072,228 and offset by share-based compensation of $82,535.$156,081. Changes in operating assets and liabilities used $4,260$28,662 of cash for operating activities.
As of MarchJune 31,30, 2026, we had marketable securities held in the Trust Account of $249,296,894$251,572,228 (including approximately $796,894$3,072,228 of interest income), consisting of U.S. Treasury Bills with a maturity of 185 days or less. We may withdraw interest from the Trust Account to pay taxes, if any. We intend to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account (less income taxes payable), to complete our Business Combination. To the extent that our share capital or debt is used, in whole or in part, as consideration to complete our Business Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.
As of MarchJune 31,30, 2026, we had cash of $903,352.$708,174. We intend to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, structure, negotiate and complete a Business Combination.
We have no obligations, assets or liabilities, which would be considered off-balance sheet arrangements as of MarchJune 31,30, 2026. We do not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements. We have not entered into any off-balance sheet financing arrangements, established any special purpose entities, guaranteed any debt or commitments of other entities, or purchased any non-financial assets.
The Company has engaged Bishop as an investor relations advisor in connection with the initial business combination for the period from February 4, 2026 through February 7, 2027 with a monthly fee of $8,500, payable only upon and subject to the closing of the initial business combination. Either party can terminate the contract at any time upon thirty days prior notice to the other party. Upon the completion of an initial business combination, Bishop would be entitled to a success fee of $100,000 payable only upon and subject to the closing of the initial business combination. Bishop shall also be reimbursed for all reasonable expenses and disbursements incurred by Bishop on the Company’s behalf, provided that such expenses shall not exceed $300 without the Company’s prior consent. As of MarchJune 31,30, 2026, such arrangements had not been executed, and no expenses have been incurred under these agreements. As of December 31, 2025, such arrangements had not been executed, and no expenses have been incurred under these agreements.
The Company has engaged Xavieran Casanova, advisor,advisor to perform strategic advisory services in connection with performing due diligence of potential target companies at a rate of $5,000 per month during the term of the agreement (to be prorated for partial months of service). The Company may elect to defer payment of any or all compensation, and any such deferred compensation shall be due and payable to the advisor at the time of the initial Business Combination or, if earlier, the dissolution of the Company. As of MarchJune 31,30, 20262026, a de minimis amount$15,323 was included in accrued expenses in the accompanying condensed balance sheets.
AACI insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
No Form 4 stock transactions in this period.
Well-known investors holding AACI (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| Millennium Management (Israel Englander) | 2026-06-30 | 612,000 | $6.1M | 0.0% | New position |
| Millennium Management (Israel Englander) | 2026-06-30 | 612,000 | $6.1M | — | Sold out |
| Two Sigma Investments | 2026-06-30 | 407,812 | $4.1M | 0.0% | No change |
| D. E. Shaw & Co. | 2026-06-30 | 133,072 | $1.3M | 0.0% | New position |
| Two Sigma Investments | 2026-06-30 | 203,906 | $42.9K | — | Sold out |