[144] Arqit Quantum Inc. Warrants SEC Filing

Rhea-AI Filing Summary

Bank of Montreal (BMO) is offering auto-callable Market Linked Securities tied to the lowest performing share among Advanced Micro Devices (AMD), Amazon.com (AMZN) and Alphabet Class A (GOOGL). Each security has a $1,000 face amount, will be priced on July 18 2025 and issued on July 23 2025.

Early call feature: if on the July 23 2026 call date the lowest-performing Underlier closes at or above 90 % of its starting value, the notes are automatically redeemed for $1,000 plus a call premium of at least 25.35 %. Investors then forgo all further upside.

At maturity (July 21 2028) if not called:

• Upside: 200 % participation in any gain of the worst Underlier.
• Contingent absolute return: if that Underlier ends ≤ its start but ≥ 55 %, holders receive a positive payout equal to the absolute decline (maximum 45 %).
• Downside: if it finishes below 55 %, investors are fully exposed to the loss and can lose up to 100 % of principal.

The estimated initial value is $969.80 (not less than $919.00) versus the $1,000 offering price, reflecting fees and hedging costs. The notes pay no interest, are unsecured obligations of BMO, will not be listed, and are subject to issuer credit risk and liquidity constraints. Wells Fargo Securities acts as agent, earning up to 2.575 % in commissions; selected dealers may receive an additional 0.30 % fee.

Positive

• 200 % upside participation if notes reach maturity without being called
• Minimum 25.35 % call premium potentially realized after only one year
• Contingent absolute return delivers positive payout on declines up to 45 %

Negative

• Principal at risk below 55 % downside threshold; losses can reach 100 %
• Upside is capped if the notes are automatically called after one year
• No periodic interest payments, reducing total return in flat markets
• Estimated initial value ($969.80) below face, reflecting embedded costs
• No exchange listing and limited secondary market liquidity
• Unsecured credit exposure to Bank of Montreal

Insights

Structured-Products Analyst

TL;DR: High upside leverage but deep principal risk; call feature caps gains after year 1.

The 200 % participation rate and 25 %+ one-year call premium provide attractive headline returns, yet investors face multiple layers of risk. The absolute-return buffer only protects down to a 45 % drop; below that, losses are linear. Because payoff depends solely on the worst performer, cross-correlation among AMD, AMZN and GOOGL increases downside probability. Lack of coupon, wide agent spread and an estimated value 3 % below issue price make carry costly. Absence of exchange listing further limits exit options. Overall, risk/reward skews neutral: strong upside if not called, but probability-weighted outcomes hinge on one-year performance of three volatile tech stocks.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	373	12327.72	11545354	07/07/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	07/01/2025	Restricted Stock Vesting	Issuer			373	07/01/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Patrick Willcocks 3 Orchard Place London X0 SW1H 0BF	Common	06/23/2025	3000	110700.00
Patrick Willcocks 3 Orchard Place London X0 SW1H 0BF	Common	06/25/2025	3000	120385.18

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

When can the Bank of Montreal Market Linked Securities be called early?

On July 23 2026 if the lowest-performing Underlier closes at or above 90 % of its starting value.

What is the minimum call premium investors may receive?

At least 25.35 % of face value, determined on the July 18 2025 pricing date.

How much upside participation do the securities offer at maturity?

Investors receive 200 % of the gain of the worst-performing Underlier, provided the notes are not called early.

What happens if the worst Underlier falls more than 45 % by maturity?

Holders incur losses on a one-for-one basis below the 55 % downside threshold and could lose the entire principal.

Will the securities pay any interest during the term?

No. The notes do not pay periodic interest; returns are delivered only through the call premium or maturity payment.

Is there an active secondary market for these securities?

The notes will not be listed on any exchange, and BMO does not expect an active trading market to develop.