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CRAQ 10-K & 10-Q changes, risk factors and insider trading

Cal Redwood Acquisition Corp. (also CRAQR, CRAQU) · Nasdaq · Blank Checks · CIK 2058359 · All filings on SEC.gov

Everything below is quoted or computed from Cal Redwood Acquisition Corp.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

0Form 4 filings reporting open-market purchases (last 180 days)
0Form 4 filings reporting open-market sales (last 180 days)

Jump to: Annual report (10-K) · Quarterly report (10-Q) · Insider transactions · 13F holders

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

Comparing 10-Q filed 2026-08-17 (period ending 2026-06-30) with 10-Q filed 2026-05-15 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

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51 → 51words in section

The section in the latest 10-Q reads in full:

Factors that could cause our actual results to differ materially from those in this report include the risk factors described in our Annual Report filed with the SEC. As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in our Annual Report.

No wording changes found in this section.

Full comparison: every changed paragraph (0)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

2new paragraphs
0removed paragraphs
12reworded paragraphs
1,917 → 2,169words in section

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Reworded topics: going concern

Paragraph as it now reads, with added and removed wording marked:

WeIn doconnection with the Company’s assessment of going concern considerations in accordance with ASC Topic 205-40, “Presentation of Financial Statements-Going Concern,” the Company does not believe weit will need to raise additional funds in order to meet the expenditures required for operating ourits business. However, if our the estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a businessBusiness combinationCombination are are less than the actual amount necessary to do so, wethe Company may have insufficient funds available to operate ourits business prior to ourthe initial businessBusiness Combination. The Company has the Completion Window combination.(until Moreover,May we27, may need to obtain additional financing either2027) to complete ourthe businessinitial combinationBusiness orCombination. Management has becausedetermined wethat becomethe obligatedmandatory liquidation and subsequent dissolution, should the Company be unable to complete a Business Combination by May 27, 2027 raises substantial doubt about the Company’s ability to continue as a going concern. Management plans to redeemaddress this uncertainty through search for and completion of a Business Combination. There are no assurances that the Company’s plans to consummate a significantBusiness numberCombination will be successful by May 27, 2027. The financial statements do not include any adjustments that might result from the outcome of ourthis public shares upon consummation of our business combination, in which case we may issue additional securities or incur debt in connection with such business combination.uncertainty.
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New text
“For the three months ended June 30, 2025, we had a net income $599,557, which consisted of earnings on investments held in Trust Account of $868,152 and interest from operating bank account of $5,084 offset by compensation expense of $132,300, bank service fees of $5,000, and general and administrative expenses of $136,379.”
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Reworded

Paragraph as it now reads, with added and removed wording marked:

For the period from January 7, 2025 (inception) through MarchJune 31, 30, 2025, we had a net lossincome $42,822,$556,735, which consisted of earnings on investments held in Trust Account of $868,152 and interest income from bank operating account of $5,084 offset by compensation expense of $132,300, bank service fees of $5,000, and general and administrative administrative costs.expenses of $179,201.
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New text
“For the six months ended June 30, 2026, we had a net income $3,643,470, which consisted of earnings on investments held in Trust Account of $4,143,176 and interest from the operating bank account of $15,551 offset by general and administrative expenses of $515,257.”
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Reworded

Paragraph as it now reads, with added and removed wording marked:

For the period from January 7, 2025 (inception) through MarchJune 31,30, 2025, net cash used in operating activities was $0.$151,248. Net lossincome of $556,735 $42,822 was affected by payment of expense through promissory note – related party of $15,420.$36,220, earnings on investments held in Trust Account of $868,152 and compensation expense of $132,300. Changes in operating assets and liabilities used $27,402$8,351 of cash from operating activities.
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Reworded

Paragraph as it now reads, with added and removed wording marked:

For the threesix months ended MarchJune 31,30, 2026, net cash used in operating activities was $134,643.$200,517. Net income of $1,917,622$3,643,470 was affected by earnings earnings on investments held in Trust Account of $2,041,625.$4,143,176. Changes in operating assets and liabilities usedprovided $10,640$299,189 of cash from operating activities.
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Full comparison: every changed paragraph (14)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Reworded

We have neither engaged in any operations nor generated any revenues to date. Our only activities from January 7, 2025 (inception) through MarchJune 31,30, 2026 were organizational activities, those necessary to prepare for the initial public offering, described below, and, after our initial public offering, 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. Subsequent to the initial public offering, 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.

Reworded

For the three months ended MarchJune 31,30, 2026, we had a net income $1,917,622, $1,725,848, which consisted of earnings on investments held in Trust Account of of $2,041,625$2,101,551 and interest from the operating bank account of $8,109 $7,442 offset by general and administrative costsexpenses of $132,112.$383,145.

Added

For the six months ended June 30, 2026, we had a net income $3,643,470, which consisted of earnings on investments held in Trust Account of $4,143,176 and interest from the operating bank account of $15,551 offset by general and administrative expenses of $515,257.

Added

For the three months ended June 30, 2025, we had a net income $599,557, which consisted of earnings on investments held in Trust Account of $868,152 and interest from operating bank account of $5,084 offset by compensation expense of $132,300, bank service fees of $5,000, and general and administrative expenses of $136,379.

Reworded

For the period from January 7, 2025 (inception) through MarchJune 31, 30, 2025, we had a net lossincome $42,822,$556,735, which consisted of earnings on investments held in Trust Account of $868,152 and interest income from bank operating account of $5,084 offset by compensation expense of $132,300, bank service fees of $5,000, and general and administrative administrative costs.expenses of $179,201.

Reworded

For the threesix months ended MarchJune 31,30, 2026, net cash used in operating activities was $134,643.$200,517. Net income of $1,917,622$3,643,470 was affected by earnings earnings on investments held in Trust Account of $2,041,625.$4,143,176. Changes in operating assets and liabilities usedprovided $10,640$299,189 of cash from operating activities.

Reworded

For the period from January 7, 2025 (inception) through MarchJune 31,30, 2025, net cash used in operating activities was $0.$151,248. Net lossincome of $556,735 $42,822 was affected by payment of expense through promissory note – related party of $15,420.$36,220, earnings on investments held in Trust Account of $868,152 and compensation expense of $132,300. Changes in operating assets and liabilities used $27,402$8,351 of cash from operating activities.

Reworded

As of MarchJune 31,30, 2026, we had cash and investments held in the trust account of $237,675,190 $239,776,741 consisting primarily of money market funds.funds and U.S. Treasury Bills. We may withdraw earnings 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 earnings on the Trust Account (less taxes payable, if any), 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.

Reworded

As of MarchJune 31,30, 2026, we had cash of $962,299.$821,425. 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, and structure, negotiate and complete a business combination.

Reworded

From time to time, our officers and directors may pay expenses on behalf of the Company which may be in the form of non-interest bearing loans that are due on demand. At MarchJune 31,30, 2026 and December 31, 2025, we owed $29,694$50,993 and $29,694, respectively, to affiliates of the Company. We report this amount as due to affiliates on the Company’s condensed balance sheets.

Reworded

WeIn doconnection with the Company’s assessment of going concern considerations in accordance with ASC Topic 205-40, “Presentation of Financial Statements-Going Concern,” the Company does not believe weit will need to raise additional funds in order to meet the expenditures required for operating ourits business. However, if our the estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a businessBusiness combinationCombination are are less than the actual amount necessary to do so, wethe Company may have insufficient funds available to operate ourits business prior to ourthe initial businessBusiness Combination. The Company has the Completion Window combination.(until Moreover,May we27, may need to obtain additional financing either2027) to complete ourthe businessinitial combinationBusiness orCombination. Management has becausedetermined wethat becomethe obligatedmandatory liquidation and subsequent dissolution, should the Company be unable to complete a Business Combination by May 27, 2027 raises substantial doubt about the Company’s ability to continue as a going concern. Management plans to redeemaddress this uncertainty through search for and completion of a Business Combination. There are no assurances that the Company’s plans to consummate a significantBusiness numberCombination will be successful by May 27, 2027. The financial statements do not include any adjustments that might result from the outcome of ourthis public shares upon consummation of our business combination, in which case we may issue additional securities or incur debt in connection with such business combination.uncertainty.

Reworded

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.

Reworded

We do not have any long-term debt,debt or capital lease obligations.

Reworded

The preparation of unaudited condensed financial statements and related disclosures in conformity with accounting principles generally accepted accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements, and income and expenses during the periods reported. Making estimates requires management to exercise significant judgement. It is at least reasonably reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or or more future confirming events. Accordingly, the actual results could materially differ from those estimates. As of MarchJune 31,30, 2026, we we did not have any critical accounting estimates to be disclosed other than discussed below.

CRAQ 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 CRAQ (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
Millennium Management (Israel Englander) COM CL A2026-06-30893,250$9.2M0.01%No change
D. E. Shaw & Co. COM CL A2026-06-30867,120$8.9M0.01%Added 3%
Two Sigma Investments COM CL A2026-06-30725,000$7.5M0.01%No change
Millennium Management (Israel Englander) RIGHT 05/15/20302026-06-30646,192$148.7K0.0%No change

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

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