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  4. [Form 4] Arqit Quantum Inc. Insider Trading Activity

Director entity trims Arqit Quantum (ARQQ) warrant position in small sales

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

Rhea-AI Filing Summary

Arqit Quantum Inc. director Lefebvre d'Ovidio Manfredi, through Heritage Assets SCSp, reported small open-market sales of Business Combination Warrants linked to Arqit ordinary shares. On May 28, 2026, Heritage Assets SCSp sold 150 warrants at $1.80 each, and on May 29, 2026 it sold 227 warrants at $1.70 each.

The warrants each have an exercise price of $11.50 and, after Arqit’s 1-for-25 reverse stock split announced on September 19, 2024, every warrant represents the right to purchase 0.04 of an ordinary share, with at least 25 warrants needed for one whole share. The reporting person beneficially owns 540,588 Business Combination Warrants, which if fully exercised would equal 21,623.52 ordinary shares, so the 377 warrants sold represent a small portion of this position.

Positive

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Negative

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Insider Lefebvre d'Ovidio Manfredi
Role null
Sold 377 shs ($655.90)
Type Security Shares Price Value
Sale Business Combination Warrants (right to buy) 227 $1.70 $385.90
Sale Business Combination Warrants (right to buy) 150 $1.80 $270.00
Holdings After Transaction: Business Combination Warrants (right to buy) — 21,623.52 shares (Indirect, Beneficially owned through Heritage Assets SCSp)
Footnotes (1)
  1. [object Object]
Warrants sold May 28, 2026 150 warrants at $1.80 Open-market sale by Heritage Assets SCSp
Warrants sold May 29, 2026 227 warrants at $1.70 Open-market sale by Heritage Assets SCSp
Total warrants sold 377 warrants Net-sell across two reported transactions
Warrant exercise price $11.50 per warrant Business Combination Warrant terms
Reverse split ratio 1-for-25 Every 25 ordinary shares consolidated into one on Sep 19, 2024
Equity per warrant post-split 0.04 ordinary share per warrant Post–reverse split conversion ratio
Warrants beneficially owned 540,588 warrants Beneficially owned through Heritage Assets SCSp
Share equivalent of warrants 21,623.52 ordinary shares If all 540,588 warrants are exercised
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"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
beneficially owns financial
"The reporting person beneficially owns 540,588 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.
ordinary shares financial
"would be equivalent to 21,623.52 ARQQ ordinary shares on a post-reverse"
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.
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.
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Form 4 Insider Transactions: What Each Field Means →
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)
LONDONSW1H 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)
05/28/2026		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)05/28/2026S150 (1)09/03/2026Ordinary Shares150$1.821,850.64IBeneficially owned through Heritage Assets SCSp
Business Combination Warrants (right to buy)(1)05/29/2026S227 (1)09/03/2026Ordinary Shares227$1.721,623.52IBeneficially 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 540,588 Business Combination Warrants, which, if exercised in full, would be equivalent to 21,623.52 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-Fact06/01/2026
** 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

FAQ

What insider transaction did Arqit Quantum Inc. (ARQQ) report?

Arqit Quantum reported that Heritage Assets SCSp, associated with director Lefebvre d'Ovidio Manfredi, sold 377 Business Combination Warrants in two open-market transactions at prices between $1.70 and $1.80 per warrant, modestly reducing its derivative exposure to Arqit ordinary shares.

How large is the warrant sale compared with the insider’s total ARQQ warrants?

The reported sale covered 377 Business Combination Warrants, while the reporting person beneficially owns 540,588 such warrants. According to the disclosure, these warrants, if fully exercised, would be equivalent to 21,623.52 Arqit ordinary shares, so the sale represents a small fraction.

Who executed the ARQQ warrant sales disclosed in this Form 4?

The sales were executed by Heritage Assets SCSp, which beneficially owns the warrants. The Form 4 identifies Lefebvre d'Ovidio Manfredi as the reporting person, with the holdings described as beneficially owned through Heritage Assets SCSp, indicating indirect ownership rather than direct personal holdings.

What are the key terms of Arqit’s Business Combination Warrants?

Each Business Combination Warrant carries an exercise price of $11.50. Following Arqit’s 1-for-25 reverse stock split on September 19, 2024, each warrant is exercisable for 0.04 of an ordinary share, and at least 25 warrants must be exercised together to receive one whole ordinary share.

How did Arqit Quantum’s reverse stock split affect the ARQQ warrants?

Arqit’s reverse stock split consolidated every 25 ordinary shares into one share. Post-split, each Business Combination Warrant is exercisable for 0.04 of an ordinary share, with no fractional shares allowed, so 25 warrants must be exercised to receive one whole ordinary share at an aggregate exercise price of $287.50.

When do the reported Arqit Business Combination Warrants expire?

The Business Combination Warrants referenced in the filing have an expiration date of September 3, 2026. Until that date, warrant holders can choose to exercise them at the stated $11.50 exercise price, subject to the post–reverse split 0.04-share-per-warrant conversion ratio.