Arqit Quantum (NASDAQ: ARQQ) director discloses warrants, RSUs and share holdings

Rhea-AI Filing Summary

Arqit Quantum Inc. director Lefebvre d'Ovidio Manfredi filed an initial ownership report showing a mix of direct and indirect positions in ordinary shares, warrants, and restricted stock units. Through Heritage Assets SCSP, the director beneficially owns 746,618 Business Combination Warrants equivalent to 29,864.72 ordinary shares, plus Ordinary Share Purchase Warrants exercisable for 4,600,000 ordinary shares at an exercise price of $2.50 per share and additional warrants for 230,769 ordinary shares at $19.50 per share. The filing also lists several grants of restricted stock units, each representing a contingent right to receive one ordinary share, with vesting schedules running through dates including 2026, 2027, and 2028, as well as direct and indirect holdings of ordinary shares.

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^*

Lefebvre d'Ovidio Manfredi

(Last) (First) (Middle)

C/O ARQIT INC.

1209 ORANGE STREET

(Street)

WILMINGTON DELAWARE 19801

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Arqit Quantum Inc. [ ARQQ ]

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)

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

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)
Ordinary Shares	37,241	D
Ordinary Shares	4,396,891	I	beneficially owned through Heritage Assets SCSP

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Business Combination Warrants (right to buy)	(1)	09/03/2026	Ordinary Shares	29,864.72	(1)	I	beneficially owned through Heritage Assets SCSP
Ordinary Share Purchase Warrants (right to buy)	(2)	09/30/2026	Ordinary Shares	4,600,000	$2.5	I	beneficially owned through Heritage Assets SCSP
Ordinary Share Purchase Warrants (right to buy)	(2)	09/12/2028	Ordinary Shares	230,769	$19.5	I	beneficially owned through Heritage Assets SCSP
Restricted Stock Units	(3)	(3)	Ordinary Shares	100	(3)	D
Restricted Stock Units	(4)	(4)	Ordinary Shares	21,496	(4)	D
Restricted Stock Units	(5)	(5)	Ordinary Shares	1,751	(5)	D
Restricted Stock Units	(6)	(6)	Ordinary Shares	3,000	(6)	D

Explanation of Responses:

1. Each Business Combination Warrant has an exercise price of $11.50 and can be exercised at any time, at the holder's election, to purchase 0.04 of an ARQQ ordinary share, and cannot be exercised for fractional shares. Accordingly, holders of Business Combination Warrants are required to exercise at least 25 Business Combination Warrants in order to receive one whole ARQQ ordinary share at an aggregate exercise price of $287.50 per whole ARQQ ordinary share. The reporting person beneficially owns 746,618 Business Combination Warrants, which, if exercised in full, would be equivalent to 29,864.72 ARQQ ordinary shares.

2. Each Ordinary Share Purchase Warrant can be exercised at any time, at the holder's election, to purchase one ARQQ ordinary share.

3. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one ARQQ ordinary share. The RSUs vest quarterly in equal installments on April 1, and July 1, 2026.

4. Each RSU represents a contingent right to receive one ARQQ ordinary share. The RSUs vest quarterly in equal installments on April 1, July 1, and October 1, 2026, and January 1, April 1, and July 1, 2027.

5. Each RSU represents a contingent right to receive one ARQQ ordinary share. The RSUs vest quarterly in equal installments on April 1, July 1, and October 1, 2026, and January 1, April 1, July 1, and October 1, 2027.

6. Each RSU represents a contingent right to receive one ARQQ ordinary share. 501 RSUs vest on April 1, 2026 and the remaining RSUs vest quarterly in equal installments on July 1, and October 1, 2026, and January 1, April 1, July 1, and October 1, 2027, and January 1, April 1, July 1, and October 1, 2028.

Remarks:

Due to the issuer's status as a foreign private issuer pursuant to Rule 3a12-3(b) under the Securities Exchange Act of 1934 (the "Act"), the reporting person's transactions in the issuer's securities are exempt from Sections 16(b) and 16(c) of the Act. Ex. 24 - Power of Attorney

	/s/ Noleen McDonnell, as Attorney-in-Fact	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)

FAQ

What insider holdings does ARQQ director Lefebvre d'Ovidio Manfredi report on Form 3?

The director reports direct and indirect holdings in ARQQ ordinary shares, warrants, and restricted stock units. Indirect positions are held through Heritage Assets SCSP, while restricted stock units represent contingent rights to receive ordinary shares under specified vesting schedules extending into 2028.

How many Business Combination Warrants linked to ARQQ shares are reported?

The filing notes beneficial ownership of 746,618 Business Combination Warrants, equivalent to 29,864.72 Arqit Quantum ordinary shares if fully exercised. Each warrant has an exercise price of $11.50 and must be exercised in blocks of 25 to receive one whole ordinary share.

What Ordinary Share Purchase Warrants related to ARQQ are disclosed?

The Form 3 discloses Ordinary Share Purchase Warrants indirectly beneficially owned through Heritage Assets SCSP, exercisable for 4,600,000 ordinary shares at $2.50 per share and 230,769 ordinary shares at $19.50 per share, with stated expiration dates in 2026 and 2028, respectively.

How do the ARQQ Business Combination Warrants convert into ordinary shares?

Each Business Combination Warrant entitles the holder to purchase 0.04 of an ARQQ ordinary share at $11.50 per whole share. Warrants cannot be exercised for fractional shares, so at least 25 warrants must be exercised to receive one whole ordinary share.

What are the vesting terms for ARQQ restricted stock units in this filing?

Each restricted stock unit represents a contingent right to one ARQQ ordinary share. Various RSU grants vest in equal quarterly installments on dates including April 1, July 1, and October 1 of 2026 and 2027, with one grant extending through quarterly dates in 2028.

Does the ARQQ Form 3 show direct or indirect ownership of ordinary shares?

Yes. The director reports direct ownership of ordinary shares and indirect ownership through Heritage Assets SCSP. Indirect positions include a large block of ordinary shares and several series of warrants, reflecting economic exposure held via this related investment vehicle.