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Arqit Quantum (ARQQ) director trims Business Combination Warrant stake

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Arqit Quantum Inc. director Lefebvre d'Ovidio Manfredi reported open-market sales of Business Combination Warrants that are beneficially owned through Heritage Assets SCSp. On May 26 and 27, 2026, entities associated with the director sold a total of 303 Business Combination Warrants at $1.80 per warrant.

The reporting person continues to beneficially own 550,013 Business Combination Warrants, which are equivalent to 22,000.52 Arqit Quantum ordinary shares on a post-reverse stock split basis. Each warrant has an exercise price of $11.50 and entitles the holder to purchase 0.04 of an ordinary share, requiring 25 warrants to receive one whole share.

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Insider Lefebvre d'Ovidio Manfredi
Role Director
Sold 303 shs ($545.40)
Type Security Shares Price Value
Sale Business Combination Warrants (right to buy) 152 $1.80 $273.60
Sale Business Combination Warrants (right to buy) 151 $1.80 $271.80
Holdings After Transaction: Business Combination Warrants (right to buy) — 22,000.52 shares (Indirect, Beneficially owned through Heritage Assets SCSp)
Footnotes (1)
  1. F1. On September 19, 2024, Arqit Quantum Inc. (ARQQ) announced the implementation of a reverse stock split whereby every 25 outstanding ARQQ ordinary shares were consolidated into one ordinary share, par value $0.0025 per share. 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 on a post-reverse stock split basis, and cannot be exercised for fractional shares. Accordingly, on a post-reverse stock split basis 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 550,013 Business Combination Warrants, which, if exercised in full, would be equivalent to 22,000.52 ARQQ ordinary shares on a post-reverse stock split basis.
Warrants sold (first trade) 151 Business Combination Warrants Open-market sale on May 26, 2026 at $1.80
Warrants sold (second trade) 152 Business Combination Warrants Open-market sale on May 27, 2026 at $1.80
Total warrants sold 303 Business Combination Warrants Net-sell across two transactions
Warrants remaining 550,013 Business Combination Warrants Beneficially owned after reported sales
Equivalent ordinary shares 22,000.52 ordinary shares If all 550,013 warrants are exercised post-reverse split
Warrant exercise price $11.50 per warrant Exercise price for Business Combination Warrants
Warrant share ratio 0.04 share per warrant Portion of one ordinary share per warrant post-split
Warrants per full share 25 warrants per ordinary share Minimum warrants required for one whole share at $287.50
Business Combination Warrants financial
"Each Business Combination Warrant has an exercise price of $11.50"
reverse stock split financial
"announced the implementation of a reverse stock split whereby every 25 outstanding ARQQ ordinary shares"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
beneficially owns financial
"The reporting person beneficially owns 550,013 Business Combination Warrants"
Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.
exercise price financial
"Each Business Combination Warrant has an exercise price of $11.50"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
ordinary shares financial
"would be equivalent to 22,000.52 ARQQ ordinary shares on a post-reverse stock split basis"
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did Arqit Quantum (ARQQ) report in this Form 4?
The filing reports open-market sales of Business Combination Warrants by an entity associated with director Lefebvre d'Ovidio Manfredi. Two transactions on May 26 and 27, 2026, reduced the warrant position slightly while leaving a large balance still beneficially owned.

How many Arqit Quantum Business Combination Warrants were sold and at what price?
A total of 303 Business Combination Warrants were sold in open-market transactions at $1.80 per warrant. The sales occurred in two tranches of 151 and 152 warrants, as disclosed in the Form 4 transaction detail for May 26 and 27, 2026.

How many Arqit Quantum warrants does the reporting person still beneficially own?
After the reported sales, the reporting person beneficially owns 550,013 Business Combination Warrants through Heritage Assets SCSp. According to the footnote, this warrant position is equivalent to 22,000.52 Arqit Quantum ordinary shares on a post-reverse stock split basis if fully exercised.

What are the key terms of Arqit Quantum's Business Combination Warrants?
Each Business Combination Warrant has an exercise price of $11.50 and can be exercised to purchase 0.04 of an Arqit Quantum ordinary share. Holders must exercise at least 25 warrants to receive one whole ordinary share at an aggregate exercise price of $287.50.

How did Arqit Quantum's reverse stock split affect its warrants?
Arqit implemented a reverse stock split where every 25 ordinary shares became one share. After this, each Business Combination Warrant entitles the holder to 0.04 of a post-split share, aligning warrant mechanics with the new share count while keeping the $11.50 exercise price per warrant.

Who holds the Arqit Quantum warrants involved in this Form 4 transaction?
The warrants are beneficially owned indirectly through Heritage Assets SCSp, as disclosed in the nature of ownership. Director Lefebvre d'Ovidio Manfredi is the reporting person on the Form 4, but the holdings and transactions are attributed to this associated entity.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Lefebvre d'Ovidio Manfredi
(Last)(First)(Middle)
3 ORCHARD PLACE
(Street)
LONDONX0SW1H 0BF
(City)(State)(Zip)
UNITED KINGDOM
(Country)		2. Issuer Name and Ticker or Trading Symbol
Arqit Quantum Inc. [ ARQQ ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Business Combination Warrants (right to buy)(1)05/26/2026S151 (1)09/03/2026Ordinary Shares151$1.822,152.52IBeneficially owned through Heritage Assets SCSp
Business Combination Warrants (right to buy)(1)05/27/2026S152 (1)09/03/2026Ordinary Shares152$1.822,000.52IBeneficially owned through Heritage Assets SCSp
Explanation of Responses:
1. On September 19, 2024, Arqit Quantum Inc. (ARQQ) announced the implementation of a reverse stock split whereby every 25 outstanding ARQQ ordinary shares were consolidated into one ordinary share, par value $0.0025 per share. 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 on a post-reverse stock split basis, and cannot be exercised for fractional shares. Accordingly, on a post-reverse stock split basis 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 550,013 Business Combination Warrants, which, if exercised in full, would be equivalent to 22,000.52 ARQQ ordinary shares on a post-reverse stock split basis.
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.
/s/ Amir Heyat, as Attorney-in-Fact05/28/2026
** Signature of Reporting PersonDate
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 4 (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 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR