PROSPECTUS SUPPLEMENT NO. 2 (TO PROSPECTUS DATED APRIL 9, 2026)		Filed Pursuant to Rule 424(b)(3) Registration No. 333-294802

 

 

 

This prospectus supplement supplements the prospectus dated April 9, 2026 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-294802). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the information contained in our Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2026 (the “Quarterly Report on Form 10-Q”). Accordingly, we have attached the Quarterly Report on Form 10-Q to this prospectus supplement. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Prospectus.

Our Common Stock and Public Warrants are listed on The New York Stock Exchange (“NYSE”) under the symbols “INFQ” and “INFQ WS,” respectively. On May 14, 2026, the last reported sales price of our Common Stock on NYSE was $13.97 per share, and the last reported sales price for our Public Warrants on NYSE was $7.33 per warrant.

This prospectus supplement should be read in conjunction with the Prospectus, including any amendments or supplements to it, which is to be delivered with this prospectus supplement. This prospectus supplement is qualified by reference to the Prospectus, including any amendments or supplements thereto, except to the extent that the information provided by this prospectus supplement supersedes information contained in the Prospectus.

This prospectus supplement is not complete without, and may not be delivered or used except in conjunction with, the Prospectus, including any amendments or supplements to it.

 

 

Investing in our securities involves a high degree of risk. You should review carefully the risks and uncertainties described in the section titled “Risk Factors” beginning on page 8 of the Prospectus, and under similar headings in any amendments or supplements to the Prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities, or passed upon the accuracy or adequacy of this prospectus supplement. Any representation to the contrary is a criminal offense.

 

 

The date of this prospectus supplement is May 15, 2026.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 10-Q

 

 

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

OR

 

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________________ to _____________________

Commission File Number: 001-42646

 

 

Infleqtion, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		86-1946291
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification Number)

1315 West Century Drive, Suite 150

Louisville, CO 80027

(303) 440-1284

(Address including zip code, and telephone number including area code, of registrant’s principal executive offices)

 

 

Securities registered pursuant to Section 12(b) of the Exchange Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		INFQ		The New York Stock Exchange
Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share		INFQ WS		The New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer		☐		Accelerated filer		☐
Non-accelerated filer		☒		Smaller reporting company		☐
				Emerging growth company		☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of May 12, 2026, there were 218,196,891 shares of common stock of the registrant issued and outstanding.

 

Table of Contents

 

				Page
PART I.		FINANCIAL INFORMATION
Item 1.		Financial Statements			3
		Condensed Consolidated Balance Sheets (unaudited)			4
		Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited)			5
		Condensed Consolidated Statements of Stockholders’ Equity (Deficit) (unaudited)			6
		Condensed Consolidated Statements of Cash Flows (unaudited)			7
		Notes to Condensed Consolidated Financial Statements (unaudited)			8
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations			23
Item 3.		Quantitative and Qualitative Disclosures About Market Risk			33
Item 4.		Controls and Procedures			33
PART II.		OTHER INFORMATION
Item 1.		Legal Proceedings			37
Item 1A.		Risk Factors			37
Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds			37
Item 3.		Defaults Upon Senior Securities			37
Item 4.		Mine Safety Disclosures			37
Item 5.		Other Information			37
Item 6.		Exhibits			38
		Signatures			40

The Infleqtion name and logo are our registered trademarks. This Quarterly Report on Form 10-Q contains references to our trademarks and to trademarks and service marks belonging to other entities. Solely for convenience, trademarks, service marks and trade names referred to in this Quarterly Report on Form 10-Q, including logos, artwork and other visual displays, may appear without the ^®, SM, or ^™ symbols, but such references are not intended to indicate in any way that we will not assert, to the fullest extent under applicable law, our rights or the rights of the applicable licensor to these trademarks and trade names. We do not intend our use or display of other entities’ trade names, trademarks or service marks to imply a relationship with, or endorsement or sponsorship of us by, any other entity.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements that are based on our management’s beliefs and assumptions and on information currently available to our management. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of historical facts contained in this Quarterly Report on Form 10-Q, including statements regarding our future financial condition, business strategy and plans and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by the following words: “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “should,” “will,” “would,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words.

These forward-looking statements involve risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Although we believe that we have a reasonable basis for each forward-looking statement contained in this Quarterly Report on Form 10-Q, we caution you that these statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. Forward-looking statements in this Quarterly Report on Form 10-Q include, but are not limited to, statements about:

 

•

the anticipated benefits of our merger consummated on February 13, 2026, pursuant to which Churchill Capital Corp X, a special purpose acquisition company, acquired ColdQuanta, Inc. (d/b/a Infleqtion) and redomesticated and renamed itself as Infleqtion, Inc., a Delaware corporation, which may be affected by, among other things, competition and the ability of the Company to grow and manage growth profitably;

 

•

our financial and business performance;

 

•

the ability to maintain the listing of our common stock and warrants on the New York Stock Exchange;

 

•

our strategy, future operations, financial position, prospects and plans;

 

•

the implementation, market acceptance and success of our business model, growth strategy and opportunities, and our ability to commercialize our quantum computing technology;

 

•

our expectations with respect to market opportunity and market growth;

 

•

the expected benefits of and ability to maintain and enter into new contracts, awards and other relationships, partnerships or collaborations with governments and government entities;

 

•

the potential for our quantum computing technology to achieve quantum advantage;

 

•

the ability of our products to meet government counterparties’ and customers’ technical requirements and compliance and regulatory needs;

 

•

the timing and product development milestones on our product roadmap;

 

•

our ability to attract and retain qualified employees and management;

 

•

our expectations regarding our ability to obtain and maintain intellectual property protection and not infringe on the rights of others;

 

•

expectations regarding the time during which we will be an emerging growth company under the Jumpstart Our Business Startups Act of 2012, as amended;

 

•

our future capital requirements and sources and uses of cash;

 

•

our ability to obtain funding for our operations and future growth; and

 

•

the outcome of any known and unknown litigation and regulatory proceedings.

There are a number of risks, uncertainties and other important factors, many of which are beyond our control, that could cause our actual results to differ materially from the forward-looking statements contained in this Quarterly Report on Form 10-Q. Such risks, uncertainties and other important factors that could cause actual results to differ include, among others, the immaturity of our quantum technology and the significant barriers to producing products that meet desired technical specifications; our history of operating losses and uncertainty as to whether we will achieve or sustain profitability; the risk that our computers may fail to achieve a broad quantum advantage; our

 

1

need for substantial additional capital and the uncertainty as to whether such financing will be available; intense global competition in a nascent and volatile quantum technology industry; our reliance on sales to government entities and large enterprises and identified material weaknesses in our internal control over financial reporting; risks related to export and import controls, trade sanctions, and government contracting; our dependence on in-licensed intellectual property and government-funded research subject to federal march-in rights; and potential volatility in the price of our Common Stock, including as a result of adverse forces affecting SPAC-combined companies and those described in the sections titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on March 31, 2026 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Quarterly Report on Form 10-Q. As a result of these factors, we cannot assure you that the forward-looking statements in this Quarterly Report on Form 10-Q will prove to be accurate.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and although we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted a thorough inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely upon these statements.

Furthermore, if our forward-looking statements prove to be inaccurate, the inaccuracy may be material. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by us or any other person that we will achieve our objectives and plans in any specified time frame, or at all. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

 

2

PART I-FINANCIAL INFORMATION

Item 1. Financial Statements.

Infleqtion, Inc.

Condensed Consolidated Financial Statements

For the Three Months Ended March 31, 2026 and 2025

(Unaudited)

Table of Contents

 

		Page(s)
Condensed Consolidated Balance Sheets			4
Condensed Consolidated Statements of Operations and Comprehensive Loss			5
Condensed Consolidated Statements of Stockholders’ Equity (Deficit)			6
Condensed Consolidated Statements of Cash Flows			7
Notes to Condensed Consolidated Financial Statements			8-34

 

3

Infleqtion, Inc.

Condensed Consolidated Balance Sheets

(Unaudited; in thousands, except share and per share amounts)

 

		As of
		March 31, 2026 (Unaudited)				December 31, 2025
ASSETS
CURRENT ASSETS:
Cash and cash equivalents		$	84,674			$	11,694
Available-for-sale securities, current			358,866				34,318
Accounts receivable			6,858				9,543
Unbilled receivables			4,979				4,734
Inventories			4,869				4,299
Prepaid expenses and other current assets			4,630				10,036
Total current assets			464,876				74,624
Property and equipment, net			8,045				8,674
Operating lease right-of-use assets			4,680				4,923
Available-for-sale securities, non-current			125,117				17,157
Goodwill			9,315				9,315
Other assets			578				620
TOTAL ASSETS		$	612,611			$	115,313
LIABILITIES, CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)
CURRENT LIABILITIES:
Accounts payable		$	3,718			$	5,644
Accrued liabilities			9,803				8,610
Contract liabilities			8,942				6,871
Current portion of operating lease right-of-use liabilities			1,088				1,076
Deferred consideration payable, current			—				471
Total current liabilities			23,551				22,672
Operating lease liabilities, net of current portion			3,805				4,074
TOTAL LIABILITIES			27,356				26,746
Convertible Redeemable Preferred Stock:
Series Seed convertible redeemable preferred stock, $0.0001 par value per share			—				6,526
Series Seed II convertible redeemable preferred stock; $0.0001 par value per share			—				10,411
Series A convertible redeemable preferred stock, $0.0001 par value per share			—				36,658
Series B convertible redeemable preferred stock; $0.0001 par value per share			—				112,145
Series B-1 convertible redeemable preferred stock; $0.0001 par value per share			—				32,990
Series C convertible redeemable preferred stock; $0.0001 par value per share			—				71,733
Series C-1 convertible redeemable preferred stock; $0.0001 par value per share			—				26,351
Total Convertible Redeemable Preferred Stock			—				296,814
Commitments and contingencies (refer to note 9)
Stockholders’ Equity (Deficit):
Preferred stock: $0.0001 par value per share; 100,000,000 shares authorized; no shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively			—				—
Common stock: $0.0001 par value per share; 1,400,000,000 shares authorized; 216,471,927 and 17,449,020 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively			22				2
Additional paid-in capital			846,657				21,931
Accumulated deficit			(261,349	)			(231,086	)
Accumulated other comprehensive (loss) income			(75	)			906
Total Stockholders’ Equity (Deficit)			585,255				(208,247	)
Total Liabilities, Convertible Redeemable Preferred Stock and Stockholders’ Equity (Deficit)		$	612,611			$	115,313

The accompanying notes are an integral part of these condensed consolidated financial statements

 

4

Infleqtion, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited; in thousands, except share and per share amounts)

 

		Three Months Ended March 31,
		2026				2025
Revenue
Product revenue		$	3,150			$	6,400
Service revenue			6,311				1,903
Total revenue			9,461				8,303
Cost of revenue
Cost of products			2,830				4,201
Cost of services			4,640				725
Total cost of revenue			7,470				4,926
Gross profit			1,991				3,377
Research and development			9,951				5,167
Selling, general and administrative			26,320				5,784
Grant income			(705	)			(624	)
Loss from operations			(33,575	)			(6,950	)
Other income (expense):
Interest income			3,202				356
Other, net			110				609
Total other income, net			3,312				965
Loss before income taxes			(30,263	)			(5,985	)
Income tax expense (benefit)			—				—
Net loss		$	(30,263	)		$	(5,985	)
Other comprehensive (loss) income:
Unrealized loss on available-for-sale securities			(882	)			—
Foreign currency translation adjustment			(99	)			416
Total other comprehensive (loss) income			(981	)			416
Comprehensive loss		$	(31,244	)		$	(5,569	)
Net loss per share attributable to common stockholders - basic and diluted		$	(0.26	)		$	(0.41	)
Weighted average shares used in computing net loss per share attributable to common stockholders – basic and diluted			118,162,332				14,737,927

The accompanying notes are an integral part of these condensed consolidated financial statements

 

5

Infleqtion, Inc.

Condensed Consolidated Statements of Stockholders’ Equity (Deficit)

(Unaudited; in thousands, except share amounts)

 

		Convertible Redeemable Preferred Stock																																																								Stockholders’ Equity (Deficit)
		Series Seed								Series Seed II								Series A								Series B								Series B-1								Series C								Series C-1								Common Stock								Additional Paid-in Capital				Accumulated Deficit				Accumulated Other Comprehensive (Loss) Income				Total Stockholders’ Equity (Deficit)
		Shares				Amount				Shares				Amount				Shares				Amount				Shares				Amount				Shares				Amount				Shares				Amount				Shares				Amount				Shares				Amount
Balances as of December 31, 2024 (as previously reported)			24,871,033			$	6,526				27,499,984			$	10,411				101,515,976			$	36,658				113,956,319			$	112,145				32,419,574			$	32,990				20,508,938			$	22,503				22,869,771			$	26,351				45,512,715			$	5			$	15,751			$	(199,291	)		$	360			$	(183,175	)
Conversion of stock			(16,230,759	)			—				(17,946,404	)			—				(66,249,009	)			—				(74,367,538	)			—				(21,156,913	)			—				(13,384,069	)			—				(14,924,741	)			—				(29,701,456	)			(3	)			3				—				—				—
Balance at December 31, 2024, effect of reverse recapitalization			8,640,274			$	6,526				9,553,580			$	10,411				35,266,967			$	36,658				39,588,781			$	112,145				11,262,661			$	32,990				7,124,869			$	22,503				7,945,030			$	26,351				15,811,259			$	2			$	15,754			$	(199,291	)		$	360			$	(183,175	)
Net loss			—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				(5,985	)			—				(5,985	)
Stock-based compensation expense			—				—				—				—				—				—				—																—				—				—				—				—				—				1,118				—				—				1,118
Stock options exercised			—				—				—				—				—				—				—				—				—				—				—				—				—				—				829,985				—				371				—				—				371
Other comprehensive income			—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				416				416
Balances as of March 31, 2025			8,640,274			$	6,526				9,553,580			$	10,411				35,266,967			$	36,658				39,588,781			$	112,145				11,262,661			$	32,990				7,124,869			$	22,503				7,945,030			$	26,351				16,641,244			$	2			$	17,243			$	(205,276	)		$	776			$	(187,255	)
Balances as of December 31, 2025 (as previously reported)			24,871,033			$	6,526				27,499,984			$	10,411				101,515,976			$	36,658				113,956,319			$	112,145				32,419,574			$	32,990				60,399,952			$	71,733				22,869,771			$	26,351				50,227,011			$	5			$	21,928			$	(231,086	)		$	906			$	(208,247	)
Conversion of stock			(16,230,759	)			—				(17,946,404	)			—				(66,249,009	)			—				(74,367,538	)			—				(21,156,913	)			—				(39,416,820	)			—				(14,924,741	)			—				(32,777,991	)			(3	)			3				—				—				—
Balance at December 31, 2025, effect of reverse recapitalization			8,640,274			$	6,526				9,553,580			$	10,411				35,266,967			$	36,658				39,588,781			$	112,145				11,262,661			$	32,990				20,983,132			$	71,733				7,945,030			$	26,351				17,449,020			$	2			$	21,931			$	(231,086	)		$	906			$	(208,247	)
Net loss			—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				(30,263	)			—				(30,263	)
Stock-based compensation expense			—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				8,293				—				—				8,293
Stock options exercised			—				—				—				—				—				—				—				—				—				—				—				—				—				—				1,115,543				—				771				—				—				771
Merger recapitalization			(8,640,274	)		($	6,526	)			(9,553,580	)		($	10,411	)			(35,266,967	)		($	36,658	)			(39,588,781	)		($	112,145	)			(11,262,661	)		($	32,990	)			(20,983,132	)		($	71,733	)			(7,945,030	)		($	26,351	)			133,240,425				13				296,801				—				—				296,814
CCX shares recapitalized, net of equity issuance costs			—				—				—				—				—				—				—				—				—				—				—				—				—				—				64,666,939				7				518,861				—				—				518,868
Other comprehensive loss			—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				—				(981	)			(981	)
Balances as of March 31, 2026			—				—				—				—				—				—				—				—				—				—				—				—				—				—				216,471,927			$	22				846,657				(261,349	)		$	(75	)		$	585,255

The accompanying notes are an integral part of these condensed consolidated financial statements

 

6

Infleqtion, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited; in thousands)

 

		Three Months Ended March 31,
		2026				2025
Cash flows from operating activities
Net loss		$	(30,263	)		$	(5,985	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense			948				701
Stock-based compensation expense			8,293				1,118
Change in fair value of contingent obligation			631				—
Other non-cash operating adjustments			(742	)			(328	)
Changes in operating assets and liabilities:
Accounts receivable			2,658				1,931
Unbilled receivables			(255	)			(2,699	)
Inventories			(570	)			(1,112	)
Prepaid expenses and other current assets			181				675
Other assets			35				(13	)
Accounts payable			(1,915	)			2,507
Accrued liabilities			(216	)			(2,492	)
Contract liabilities			2,071				(1,070	)
Operating lease right-of-use assets			189				127
Operating lease right-of-use liabilities			(204	)			(332	)
Net cash used in operating activities			(19,159	)			(6,972	)
Cash flows from investing activities
Purchases of available-for-sale securities			(444,153	)			—
Maturities of available-for-sale securities			11,400				—
Purchases of property and equipment			(312	)			(408	)
Net cash used in investing activities			(433,065	)			(408	)
Cash flows from financing activities
Proceeds from stock options exercised			771				371
Payment of offering costs			(3,306	)			—
Proceeds from Business Combination, net of redemptions			528,166				—
Payment of deferred cash consideration			(475	)			(713	)
Net cash provided by (used in) financing activities			525,156				(342	)
Foreign currency translation			48				763
Net increase (decrease) in cash and cash equivalents and restricted cash		$	72,980			$	(6,959	)
Cash, cash equivalents and restricted cash at beginning of period		$	11,894			$	48,142
Cash, cash equivalents and restricted cash at end of period		$	84,874			$	41,183
Supplemental non-cash disclosure of cash flow information
Conversion of preferred stock to common stock		$	(296,814	)		$	—
Reclassification of deferred offering costs in connection with business combination		$	(9,298	)		$	—
Unpaid offering costs		$	786			$	—
Unrealized gains or losses on available-for-sale securities		$	(882	)		$	—

The accompanying notes are an integral part of these condensed consolidated financial statement

 

7

Infleqtion, Inc.

Notes to the Condensed Consolidated Financial Statements

(Unaudited)

1. Summary of Operations and Significant Accounting Policies

Nature of Operations

Infleqtion, Inc. (and its predecessor operations, ColdQuanta, Inc. (d/b/a Infleqtion) (“Legacy Infleqtion”), collectively referred to as the “Company”) develops and commercializes quantum technology products as part of a full-stack platform, which includes offerings such as quantum sensing, quantum computing and software. The Company is headquartered in Colorado, with operations in Illinois; Wisconsin; Melbourne, Australia and Oxford, U.K.

The Company was originally incorporated in the Cayman Islands on January 4, 2024 as a special purpose acquisition company under the name Churchill Capital Corp X (“CCX”) for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination involving CCX and one or more businesses. On February 12, 2026, the Company changed its jurisdiction of incorporation from the Cayman Islands to the State of Delaware through a domestication.

On February 13, 2026, CCX consummated its business combination with Legacy Infleqtion pursuant to the definitive agreement and plan of merger and reorganization (the “Merger Agreement”), dated September 8, 2025 (the “Business Combination”), whereby AH Merger Sub I, Inc., a direct, wholly owned subsidiary of CCX, merged with and into Legacy Infleqtion, with Legacy Infleqtion continuing as the surviving corporation, and immediately thereafter, such surviving corporation merged with and into AH Merger Sub II, LLC (“Merger Sub II”), another direct, wholly owned subsidiary of CCX, with Merger Sub II (renamed as “Infleqtion Quantum, LLC”) continuing as the surviving entity and as a wholly owned subsidiary of CCX. In connection with the closing of the Business Combination (the “Closing”), the Company changed its name from CCX to Infleqtion, Inc. Refer to Note 3 for further discussion of the Business Combination.

The Company’s Common Stock and Public Warrants (each as defined in Note 11) commenced trading on the New York Stock Exchange (“NYSE”) under the symbols “INFQ” and “INFQ WS”, respectively, on February 17, 2026.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the financial results of the Company and its wholly owned subsidiaries and have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). In the opinion of management, these condensed consolidated financial statements reflect all adjustments that are of a normal recurring nature necessary for a fair presentation of the results of operations, financial condition and cash flows for the interim periods presented. These condensed consolidated financial statements do not include all of the information and disclosures required by GAAP for complete financial statements. All intercompany balances and transactions have been eliminated in consolidation. Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation. These reclassifications had no impact on previously reported net income, total assets, or shareholders’ equity. These interim financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2025 included in the Current Report on Form 8-K/A that the Company filed with the U.S. Securities and Exchange Commission (“SEC”) on March 31, 2026.

The Business Combination was accounted for as a reverse recapitalization, with Legacy Infleqtion determined to be the accounting acquirer and CCX treated as the acquired company for financial reporting purposes. Accordingly, the transaction was treated as the equivalent of Legacy Infleqtion issuing stock for the net assets of CCX, accompanied by a recapitalization. The net assets of CCX were recorded at their historical cost, and no goodwill or other intangible assets were recorded. The Company’s consolidated financial statements following the Business Combination reflect the historical operations of Legacy Infleqtion. Reported shares and earnings per share prior to the Business Combination have been retroactively restated to reflect a defined exchange ratio of approximately 0.34740312 (the “Exchange Ratio”) established at the Business Combination.

Emerging Growth Company

The Company is an Emerging Growth Company (“EGC”) as defined under the Securities Act, as modified by the Jumpstart Our Business Startups Act (“JOBS Act”), and may take advantage of certain exemptions from reporting and disclosure requirements that apply to other public companies that are not EGCs.

 

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Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until such standards are applicable to private companies. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard, until such time the Company is no longer considered to be an emerging growth company. At times, the Company may elect to early adopt a new or amended standard.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in these condensed consolidated financial statements and the accompanying notes.

Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to, the selection of the method to measure progress in the satisfaction of performance obligations in revenue arrangements recognized over time and the related estimate of total expected costs for the revenue arrangement, the useful lives of long-lived assets, the fair value of stock-based awards, the fair value of assets and liabilities acquired in business combinations, the fair value of contingent obligations and the fair value of assets and reporting units associated with impairment losses. Management bases its estimates and assumptions on current facts, historical experience, expectations, forecasts, trends and various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results could differ materially from such estimates and assumptions.

Concentrations of Credit Risk and other Risks and Uncertainties

Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents, available-for-sale securities and accounts receivable. The Company’s cash and cash equivalents are deposited at high-credit-quality financial institutions. The Company’s deposit balances at these institutions routinely exceed federally insured limits. The Company has not experienced any credit losses relating to its cash and cash equivalents and does not believe there is exposure to any significant credit risk on such accounts. See the section below for further information on available-for-sale securities.

The majority of the Company’s accounts receivable is derived from governmental institutions and commercial customers primarily located in the U.S., U.K., Australia and Japan. At March 31, 2026, two customers represented 74% and 19% of total accounts receivable, respectively. At December 31, 2025, one customer represented 78% of total accounts receivable. There have been no credit losses since the Company’s inception.

Significant customers are those that represent more than 10% of the Company’s total revenue. During the three months ended March 31, 2026, one customer represented 61% of total revenue. During the three months ended March 31, 2025, three customers represented 51%, 29%, and 10% of total revenue, respectively.

A significant portion of the Company’s resources are engaged in supplying services and technological equipment to the U.S. and U.K. governments and can be subject to certain business risks unique to being a government contractor. Sales to government entities may be affected by changes in procurement policies, turnover of key personnel, budget considerations, political developments abroad and other factors. In addition, the Company is subject to periodic compliance audits by the U.S. and U.K. governments.

The Company is also subject to the risks inherent in any technological business model, including the development of competing products and technologies and the related risk of obsolescence. The Company’s current focus is on research and development of quantum technology. However, the quantum technology industry is still in its early stage and the Company may not be successful in all of its research and development.

Accounting Pronouncements Recently Issued or Adopted

In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses. This ASU requires additional disclosure of the nature of expenses included in the income statement. This ASU is effective for the Company for annual periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with the option to apply the ASU retrospectively. Early adoption is permitted. The Company is currently evaluating the extent of the impact of this ASU on the disclosures in the Company’s consolidated financial statements.

 

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In November 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software, which modernizes accounting for internal-use software development costs, aligning with evolving technology practices. This ASU is effective for the Company for annual periods beginning after December 15, 2027, and interim periods within those annual periods. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). If an entity early adopts in an interim reporting period, it must adopt as of the beginning of the annual reporting period that includes that interim reporting period. The Company is currently evaluating the extent of the impact of this ASU on the Company’s consolidated financial statements.

In December 2025, the FASB issued ASU 2025-10, Accounting for Government Grants Received by Business Entities, (“ASU 2025-10”) which establishes guidance on the recognition, measurement and presentation of a government grant received by a business entity. GAAP did not provide such guidance, and many business entities have been analogizing to International Accounting Standard (“IAS”) 20 or other guidance when accounting for government grants. The ASU incorporates elements of IAS 20 into GAAP, modifying certain aspects of that standard’s scope, recognition threshold and other implementation guidance. This ASU is effective for the Company for annual periods beginning after December 15, 2029, and interim periods within those annual periods. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). If an entity early adopts in an interim reporting period, it must adopt as of the beginning of the annual reporting period that includes that interim reporting period. The Company is currently evaluating the extent of the impact of this ASU on the Company’s consolidated financial statements.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements (“ASU 2025-11”), which improves the guidance in Topic 270 by clarifying when the interim reporting guidance is applicable. The ASU establishes a disclosure principle that requires entities to disclose events and changes occurring since the end of the most recent annual reporting period that have a material impact on the entity. The amendments are intended to clarify existing interim reporting requirements and do not change the fundamental nature of interim reporting. This ASU is effective for the Company for interim reporting periods within fiscal years beginning after December 15, 2028. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). The Company is currently evaluating the impact of this ASU on the Company’s consolidated financial statements.

In December 2025, the FASB issued ASU 2025-12, Codification Improvements (“ASU 2025-12”), which provides targeted technical corrections and clarifications to the Accounting Standard Codification. The ASU addresses narrow-scope issues across multiple accounting topics. Among other items, the amendments clarify certain aspects of diluted earnings per share calculations when a loss from continuing operations exists. The ASU is effective for the Company for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). If an entity early adopts in an interim reporting period, it must adopt as of the beginning of the annual reporting period that includes that interim reporting period. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

 

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Stock-Based Compensation

The Company accounts for stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation. The Company’s stock-based compensation awards are all equity-classified and consist of stock options and restricted stock awards (“RSA”). The Company has sufficient authorized but unissued common shares to satisfy all of the outstanding warrants and stock-based compensation awards. At the Closing, all shares of convertible redeemable preferred stock were automatically surrendered and exchanged for the right to received shares of Common Stock; comparative periods reflect the historical capitalization structure. Stock-based compensation cost is measured based on the fair value of the awards as determined on the grant date. The Company recognizes stock-based compensation expense using the graded attribution method in which expense is recognized on a straight-line basis over the requisite service period for each separately vesting portion of the stock option or RSA as if the award was, in substance, multiple awards. The Company accounts for forfeitures as they occur.

The fair value of each stock option is determined on the date of grant using the Black-Scholes option-pricing model, which requires the use of accounting judgment and financial estimates, including estimates of the fair value of the underlying Legacy Infleqtion common stock and the fair value of the Company’s Common Stock (as further described below), the expected term, estimated volatility, risk-free interest rate and expected dividend yield. The fair value of restricted stock awards is determined based on the fair market value of the Company’s Common Stock on the grant date.

Prior to the Closing, Legacy Infleqtion’s common stock was not publicly traded and therefore quoted market prices were not available. Accordingly, fair market value was determined by the Company’s Board of Directors (the “Board”), through an independent third-party valuation using a probability weighted expected return method. The valuation considers several factors requiring extensive use of judgement, including recently completed equity transactions, historical and forecasted financial performance, selection of peer companies, the estimated value and probability of future equity transactions, including the likelihood of the consummation of the Business Combination, and other relevant qualitative and quantitative inputs. After the Closing, the quoted market price of the Company’s publicly traded common stock is used as the fair value of the Common Stock.

Fair Value Measurements

The carrying value of certain financial instruments held by the Company are measured at fair value on a recurring basis. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines the fair value of its financial instruments based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. As a basis for considering such assumptions, the following hierarchy lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market:

 

•

Level 1 – Observable inputs such as quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities;

 

•

Level 2 – Observable inputs such as quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, or model-derived valuations whose significant inputs are observable; and

 

•

Level 3 – Unobservable inputs that are significant to the measurement of fair value but are supported by little to no market data, requiring the Company to develop its own assumptions.

Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurements. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and consideration of factors specific to the asset or liability.

Changes in assumptions or in market conditions could significantly affect the estimates. The Company determines whether transfers have occurred between levels in the fair value hierarchy by reassessing the inputs used in determining fair value at the end of each reporting period.

 

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The following tables set forth the fair value of financial instruments that were measured at fair value on a recurring basis (in thousands):

 

		As of March 31, 2026
		Level 1				Level 2				Level 3				Total
Financial Assets:
Cash equivalents
Short-term investments		$	51,889			$	—			$	—			$	51,889
Money market funds		$	27,444			$	—			$	—			$	27,444
Available-for-sale securities
U.S. Treasury securities		$	127,935											$	127,935
Corporate debt securities		$	—			$	356,048			$	—			$	356,048
Total financial assets		$	207,268			$	356,048			$	—			$	563,316
Financial Liabilities:
Contingent obligation		$	2,447			$	—			$	—			$	2,447
Total financial assets		$	2,447			$	—			$	—			$	2,447

 

			As of December 31, 2025
			Level 1				Level 2				Level 3				Total
Financial Assets:
Cash equivalents
Short-term investments		$	—			$	—			$	—			$	—
Money market funds		$	6,157			$	—			$	—			$	6,157
Available-for-sale securities
U.S. Treasury securities		$	12,076											$	12,076
Corporate debt securities		$	39,399			$	—			$	—			$	39,399
Total financial assets		$	57,632			$	—			$	—			$	57,632
Financial Liabilities:
Contingent obligation		$	—			$	—			$	1,828			$	1,828
Total financial liabilities		$	—			$	—			$	1,828			$	1,828

There was a transfer out of Level 3 of the fair value hierarchy during the three months ended March 31, 2026, as described below.

Prior to the Closing, the Company’s contingent obligation was classified within Level 3 of the fair value hierarchy and remeasured at fair value at each reporting date during 2025. The fair value measurement relied primarily on the estimated fair value of the Company’s stock, which was not publicly traded. Estimating the fair value of the Company’s Common Stock required management to assess the probability-weighted outcomes associated with remaining a private company and completing a Business Combination at each measurement date.

Subsequent to the Closing, the contingent obligation is classified within Level 1 of the fair value hierarchy based on the quoted market price of the Company’s Common Stock. Refer to Note 9 – Commitments and Contingencies for information regarding the nature and accounting of the contingent obligation.

The Company’s money market funds, presented within cash and cash equivalents on the condensed consolidated balance sheets, are classified within Level 1 of the fair value hierarchy as the fair value is based on quoted prices in active markets. The Company’s available-for-sale securities are classified within Level 1 and Level 2 of the fair value hierarchy. Level 1 fair values are based on quoted prices in active markets for identical assets, and Level 2 fair values are based on observable market inputs.

The Company’s financial assets and liabilities that are not measured at fair value on a recurring basis consist of cash and cash equivalents (excluding the short-term investments and money markets funds in the table above), accounts receivable, accounts payable, accrued liabilities and deferred consideration payable. The carrying amounts of these financial assets and liabilities approximate their fair value due to the short-term nature of these instruments.

The Company’s non-financial assets, which primarily consist of property and equipment, goodwill and intangible assets, are not required to be measured at fair value on a recurring basis and instead are reported at their cost basis. However, on a periodic basis whenever events or changes in circumstances indicate that their carrying amount may not be fully recoverable, non-financial assets are assessed for impairment. The fair value measurements, in such instances, are based on market participant assumptions which would fall within Level 3 of the fair value hierarchy.

 

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2. Revenue Recognition

The Company recognizes revenue at a point in time or over time consistent with how it satisfies its performance obligations and transfers control to its customers. Revenue from point-in-time contracts was $0.9 million and $1.0 million for the three months ended March 31, 2026 and 2025, respectively. Revenue from over-time contracts was $8.6 million and $7.3 million for the three months ended March 31, 2026 and 2025, respectively.

A receivable is recorded when the Company has an unconditional right to receive payment based on the satisfaction of performance obligations. Amounts for which the Company’s right to consideration is conditional upon factors other than the passage of time are recorded as contract assets. The balance of accounts receivable was $6.9 million and $9.5 million as of March 31, 2026 and December 31, 2025, respectively as shown on the condensed consolidated balance sheet.

A reconciliation of the beginning and ending balances of contract assets, unbilled receivables and contract liabilities for the period is shown in the table below (in thousands):

 

		Unbilled Receivables				Contract Assets				Contract Liabilities
As of December 31, 2025		$	4,734			$	201			$	6,871
Unbilled receivables additions			9,114				—				—
Contract assets additions			—				218				—
Amounts transferred to receivables			(8,869	)			(330	)			—
Customer advance payments			—				—				3,457
Revenue recognized			—				—				(1,386	)
As of March 31, 2026		$	4,979			$	89			$	8,942

The Company expects to recognize revenue of $17.2 million, $2.2 million, and $0.1 million from remaining performance obligations that are unsatisfied (or partially unsatisfied) for non-cancelable contracts in the years ending December 31, 2026, December 31, 2027, and thereafter, respectively. The increase in contract assets, unbilled receivables and contract liabilities from 2025 to 2026 were primarily driven by the timing of revenue recognition, customer billings and advance payments associated with the increased revenue activity during the year.

Disaggregated Revenue

Revenue from government customers comprised 85% and 84% of total revenue for the three months ended March 31, 2026 and 2025, respectively.

The Company’s revenues disaggregated by customer location is as follows (in thousands):

 

		Three Months Ended March 31,
		2026				2025
United States		$	6,653			$	4,692
United Kingdom			1,545				2,450
Japan			251				852
Australia			525				271
Other			487				38
Total revenue		$	9,461			$	8,303

3. Business Combination

On February 13, 2026, CCX consummated the Business Combination with Legacy Infleqtion pursuant to the Merger Agreement dated September 8, 2025. At the Closing of the Business Combination, each issued and outstanding share of Legacy Infleqtion common stock, preferred stock and restricted stock was automatically surrendered and exchanged for the right to receive shares of CCX common stock, par value $0.0001 per share, based on the Exchange Ratio, representing the Company’s Common Stock after the Closing. Immediately following the Business Combination, there were 216,471,927 shares of the Company’s Common Stock and 10,424,967 warrants outstanding.

 

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Substantially concurrently with the Closing, pursuant to the subscription agreements entered into on September 8, 2025, by and among CCX and certain investors (collectively, the “PIPE Investors”), the Company issued and sold to the PIPE Investors an aggregate of 12,654,760 shares of the Company’s Common Stock for an aggregate purchase price of $126.5 million.

The following table summarizes the proceeds from the Business Combination for the three months ended March 31, 2026 (in thousands):

 

Cash - CCX trust and cash, net of redemptions and SPAC service provider fees		$	401,618
Cash - PIPE investors			126,548
Proceeds from Business Combination, net of redemptions		$	528,166
Less: equity issuance costs paid at closing			(1,804	)
Less: equity issuance costs incurred prior to closing			(7,494	)
Net cash from the Business Combination recorded on the condensed consolidated stockholders’ equity (deficit)		$	518,868

The number of shares of Common Stock issued immediately following the consummation of the Business Combination:

 

		Number of Shares
Legacy Infleqtion stockholders			151,804,988
Founder Shares			10,650,000
CCX public stockholders			41,362,179
PIPE Investors			12,654,760
Total shares of Common Stock immediately after Business Combination			216,471,927

Transaction Costs

Transaction costs consisted of direct legal, consulting, audit-related and other professional fees related to the consummation of the Business Combination. Upon the Closing, total transaction costs directly related to the issuance of shares of Common Stock totaling $9.3 million were recognized as a reduction of additional paid-in capital. Of these costs, $7.5 million were previously incurred by Legacy Infleqtion and capitalized as deferred offering costs and recorded in prepaid expenses and other current assets on the consolidated balance sheets. Certain other costs associated with the Business Combination of $11.5 million did not qualify for capitalization and were expensed as selling, general and administrative expenses in the condensed consolidated statement of operations and comprehensive loss during the three months ended March 31, 2026.

4. Available-for-sale Securities

The following table summarizes the unrealized positions of the Company’s available-for-sale securities disaggregated by class of instrument as of March 31, 2026 and December 31, 2025 (in thousands):

 

		As of March 31, 2026
		Amortized Cost				Gross Unrealized Gains				Gross Unrealized Losses				Fair Value
US Treasury Securities		$	128,074			$	14			$	(154	)		$	127,934
Corporate Debt			356,651				13				(615	)			356,049
Total		$	484,725			$	27			$	(769	)		$	483,983

 

		As of December 31, 2025
		Amortized Cost				Gross Unrealized Gains				Gross Unrealized Losses				Fair Value
US Treasury Securities		$	12,043			$	33			$	—			$	12,076
Corporate Debt			39,292				107				—				39,399
Total		$	51,335			$	140			$	—			$	51,475

 

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The following table provides the amortized cost and fair value of the Company’s available-for-sale securities by contractual maturity as of March 31, 2026 and December 31, 2025 (in thousands):

 

		As of March 31, 2026
		Amortized Cost				Fair Value
Maturing within one year		$	359,214			$	358,866
Maturing after one through two years		$	125,511				125,117
Total		$	484,725			$	483,983

 

		As of December 31, 2025
		Amortized Cost				Fair Value
Maturing within one year		$	34,244			$	34,318
Maturing after one through two years			17,091				17,157
Total		$	51,335			$	51,475

Amortized cost includes accrued interest receivable on available-for-sale debt securities. There were no realized gains or losses on available-for-sale securities during the three months ended March 31, 2026 and 2025.

For marketable securities classified as available-for-sale that are in an unrealized loss position as of the balance sheet date, the Company assesses whether or not it intends to sell the security, or more-likely-than-not will be required to sell the security, before recovery of its amortized cost basis which would require a write-down to fair value through net loss. As of March 31, 2026 certain available-for-sale securities were in an unrealized loss position. The Company has evaluated these securities and determined that the unrealized losses are primarily attributable to changes in interest rates and other market factors rather than credit-related factors. The Company does not intend to sell these securities before recovery of their amortized cost basis. As of December 31, 2025, there were no available-for-sale debt securities in a loss position. An allowance for credit losses was not deemed necessary related to available-for-sale securities as of March 31, 2026 and December 31, 2025.

Refer to Note 1 – Summary of Operations and Significant Accounting Policies (Fair Value Measurements) for the Company’s valuation techniques and fair value hierarchy disclosures.

5. Inventories

Major classifications of inventories are as follows (in thousands):

 

		As of
		March 31, 2026				December 31, 2025
Raw materials		$	2,376			$	2,930
Work-in-process			2,248				1,369
Finished goods			245				—
Total inventories		$	4,869			$	4,299

6. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):

 

		As of
		March 31, 2026				December 31, 2025
Prepaid insurance		$	1,914			$	48
Prepaid expenses			1,893				2,786
Grant receivable			696				562
Contract assets			89				201
Other current assets			38				55
Deferred offering costs			—				6,384
Total prepaid expenses and other current assets		$	4,630			$	10,036

 

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7. Property and Equipment, Net

Property and equipment, net consisted of the following (in thousands):

 

		As of
		March 31, 2026				December 31, 2025
Computers and equipment		$	12,195			$	12,030
Quantum computer			3,614				3,614
Leasehold improvements			1,428				1,432
Furniture and fixtures			409				390
Software and website			1,381				1,381
Total property and equipment			19,027				18,847
Accumulated depreciation and amortization			(11,504	)			(10,598	)
Total property and equipment, net of depreciation			7,523				8,249
Assets not in service			522				425
Total property and equipment, net		$	8,045			$	8,674

For the three months ended March 31, 2026 and 2025, depreciation and amortization expenses were $0.9 million and $0.7 million, respectively.

8. Accrued Liabilities

Accrued liabilities consisted of the following (in thousands):

 

		As of
		March 31, 2026				December 31, 2025
Accrued compensation and benefits		$	2,747			$	3,680
Goods and services received, not yet invoiced			3,444				1,847
Accrued contingent obligation			2,447				1,828
Other accruals			379				524
Accrued offering costs			786				731
Total accrued liabilities		$	9,803			$	8,610

9. Commitments and Contingencies

Contingent Obligations

On January 25, 2024, the Company acquired 100% of the equity of Morton (the “Morton Acquisition”). Morton specialized in the development and manufacturing of advanced silicon photonics-based component and sub-system technologies. The acquisition date fair value purchase consideration of $3.9 million consisted of $2.6 million of cash, $0.4 million of common stock, $0.4 million of contingent consideration and $0.5 million of other payments and adjustments.

In May 2025, the Company amended the equity purchase agreement related to the Morton Acquisition. The amendment added new milestones that, if achieved, requires the Company to make the remaining contingent cash payments of approximately $0.2 million and results in the vesting of the remaining 569,444 outstanding shares of restricted common stock.

The contingent obligation is classified as a liability, initially measured at fair value upon assessment of the likelihood that the related milestones would be achieved and subsequently remeasured at fair value each reporting period, with changes recognized in earnings. Refer to Note 1 – Summary of Operations and Significant Accounting Policies (Fair Value Measurements) for information regarding the valuation methodology and inputs used in measuring the contingent obligation. In the fourth quarter of 2025, certain milestones were achieved, and the Company settled $2.3 million of the contingent obligation, consisting of $0.1 million in cash payments and the vesting of 329,678 shares of restricted common stock with an estimated fair value of $2.2 million. During the three months ended March 31, 2026, a total of $0.6 million of selling, general and administrative expenses related to the contingent obligation was recognized in the condensed consolidated statement of operations and comprehensive loss based upon the change in the fair value of the unvested shares of Common Stock during the period. The remaining balance of the contingent obligation included in accrued liabilities on the condensed consolidated balance sheet was $2.4 million as of March 31, 2026.

In January 2024, the Company completed the SiNoptiq asset acquisition. The asset acquisition provides for contingent payments to the sellers of up to $1.5 million in cash and 512,092 restricted shares of Series B convertible redeemable preferred stock for achieving certain sales-and development-based milestones. The rights to these contingent payments expire on January 26, 2028. At the acquisition date, the Company assessed the likelihood of the contingencies to be met as not probable and does not expect this assessment to change. Additional information regarding the SiNoptiq asset acquisition and related contingent consideration is provided in Note 6 to the Company’s consolidated financial statements for the year ended December 31, 2025 included in the Current Report on Form 8-K/A that the Company filed with the SEC on March 31, 2026.

 

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