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Infleqtion (CCCX) sponsor reports 10.65M-share conversion, 75K warrants

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

Rhea-AI Filing Summary

Infleqtion, Inc. reported that entities associated with sponsor Churchill Sponsor X LLC indirectly acquired 10,650,000 shares of common stock on February 12, 2026 through a conversion of Class B ordinary shares following its business combination with Legacy Infleqtion.

The filing explains that Churchill Capital Corp X was domesticated from the Cayman Islands to Delaware, and its Class B and Class A shares automatically converted into Infleqtion common stock on a one-to-one basis. Churchill Sponsor X LLC now indirectly holds these common shares and 75,000 warrants, while Michael Klein and related entities disclaim beneficial ownership beyond their pecuniary interests.

Positive

  • None.

Negative

  • None.
Insider Klein Michael Stuart, Churchill Sponsor X LLC, M. Klein Associates, Inc.
Role See Remarks | See Remarks | See Remarks
Type Security Shares Price Value
Conversion Class B ordinary shares 10,350,000 $0.00 $0.00
Other Warrant (Right to Buy) 75,000 $0.00 $0.00
Conversion Common Stock 10,650,000 $0.00 $0.00
Holdings After Transaction: Class B ordinary shares — 0 shares (Indirect, See footnote); Warrant (Right to Buy) — 75,000 shares (Indirect, See footnote); Common Stock — 10,650,000 shares (Indirect, See footnote)
Footnotes (6)
  1. F1. In connection with the transactions consummated on February 13, 2026 pursuant to that certain Agreement and Plan of Merger and Reorganization Agreement, dated as of September 8, 2025 (the "Merger Agreement"), by and among Infleqtion, Inc. (the "Issuer") (f/k/a Churchill Capital Corp X ("CCX")), AH Merger Sub I, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub I"), AH Merger Sub II, LLC, a wholly owned subsidiary of the Issuer ("Merger Sub II") and ColdQuanta, Inc. (d/b/a Infleqtion), a Delaware corporation ("Legacy Infleqtion"). Pursuant to the Merger Agreement, and on the terms and subject to the satisfaction or waiver of the conditions set forth therein, the parties effected a business combination transaction by which Merger Sub I merged with and into the Legacy Infleqtion, with Legacy Infleqtion continuing as the surviving corporation and a wholly-owned subsidiary of the Issuer ("First Merger"),
  2. F2. (Continued from footnote 1) and immediately following the First Merger, the surviving corporation of the First Merger merged with and into Merger Sub II, with Merger Sub II continuing as the surviving entity (the "Second Merger" and, together with the First Merger, the "Mergers").
  3. F3. The Issuer effected a deregistration under Article 41 of CCX's amended and restated memorandum and articles of association and Section 206 of the Companies Act (As Revised) of the Cayman Islands and a domestication under Section 388 of the Delaware General Corporation Law, pursuant to which CCX's jurisdiction of incorporation changed from the Cayman Islands to the State of Delaware (the "Domestication"). Effective upon the Domestication, (i) each Class B ordinary share of the Issuer automatically converted into a Class A ordinary share (the "Class A Ordinary Share") on a one-to-one basis, and (ii) each Class A Ordinary Share converted into common stock, par value $0.0001 per share ("Common Stock"), of the Issuer, Infleqtion, Inc., on a one-to-one basis. The reporting person now holds Common Stock of the Issuer rather than Class A Ordinary Shares in a Cayman Islands company.
  4. F4. Includes 300,000 shares which were acquired as part of 300,000 units pursuant to a Private Placement Units Purchase Agreement by and between the Churchill Sponsor X LLC (the "Sponsor") and CCX, and have been continually held since CCX's initial public offering. Effective upon the Domestication, (i) each unit of CCX separated into one share per unit and one-quarter of one whole warrant of CCX per unit, each whole warrant exercisable for one Class A Ordinary Share, (ii) each share converted into one share of Common Stock of the Issuer on a one-to-one basis and (iii) each warrant automatically converted into a warrant to acquire Common Stock of the Issuer.
  5. F5. The reported shares and warrants of the Issuer are directly held by the Sponsor. Michael Klein is the controlling stockholder of M. Klein Associates, Inc., which is the managing member of the Sponsor. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 under the Securities Exchange Act of 1934, as amended, or otherwise, any of the Reporting Persons is the beneficial owner of any securities reported herein. The Reporting Persons disclaim beneficial ownership of any securities of the Issuer except to the extent of such Reporting Person's pecuniary interest therein.
  6. F6. Represents 75,000 shares underlying warrants which were acquired as part of 300,000 units pursuant to a Private Placement Units Purchase Agreement by and between the Sponsor and CCX, and have been continually held since CCX's initial public offering. Effective upon the Domestication, (i) each unit of CCX separated into one share per unit and one-quarter of one whole warrant of CCX per unit, each whole warrant exercisable for one Class A Ordinary Share, (ii) each share converted into one share of Common Stock of the Issuer on a one-to-one basis and (iii) each warrant automatically converted into a warrant to acquire Common Stock of the Issuer. The warrants become exercisable 30 days after the completion of the Mergers.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did Infleqtion (CCCX) report in this Form 4?
The Form 4 reports that sponsor-related entities indirectly acquired 10,650,000 shares of Infleqtion common stock on February 12, 2026 through a conversion of Class B ordinary shares. This reflects structural changes tied to Infleqtion’s business combination with Legacy Infleqtion and related reorganization steps.

Who holds the Infleqtion (CCCX) shares and warrants reported in this filing?
The shares and warrants are directly held by Churchill Sponsor X LLC. Michael Klein controls M. Klein Associates, Inc., which manages the sponsor. The reporting persons state they disclaim beneficial ownership of these securities except to the extent of their pecuniary interests.

How many Infleqtion (CCCX) warrants are reported and what do they cover?
The filing reports 75,000 warrants, each representing the right to buy one share of Infleqtion common stock. These warrants stem from private placement units and, according to the disclosure, become exercisable 30 days after completion of the mergers involving Legacy Infleqtion.

What corporate changes led to the Infleqtion (CCCX) share conversion?
Infleqtion completed a business combination where Churchill Capital Corp X merged with Legacy Infleqtion and domesticated from the Cayman Islands to Delaware. As part of this process, Class B ordinary shares and Class A ordinary shares automatically converted one-for-one into Infleqtion common stock.

Does the Infleqtion (CCCX) Form 4 describe a traditional insider stock purchase or sale?
No, the Form 4 mainly describes a conversion of derivative securities—Class B ordinary shares—into Infleqtion common stock in connection with the SPAC business combination and domestication, rather than an open-market buy or sell transaction by the reporting persons.

What role did private placement units play in the Infleqtion (CCCX) holdings?
The filing notes that 300,000 shares and related warrants were originally acquired in private placement units by Churchill Sponsor X LLC at Churchill Capital Corp X’s initial public offering. These units later separated into shares and warrants, which then converted into Infleqtion common stock and corresponding warrants.
SEC Form 4
FORM 4 UNITED 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
X
 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*
Klein Michael Stuart
(Last) (First) (Middle)
640 FIFTH AVENUE, 14TH FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Churchill Capital Corp X/Cayman [ INFQ ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 02/12/2026 C 10,650,000(1)(2)(3)(4) A (1)(2)(3)(4) 10,650,000 I See footnote(5)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B ordinary shares (1)(2)(3) 02/12/2026 C 10,350,000 (1)(2)(3) (1)(2)(3) Common Stock 10,350,000 (1)(2)(3) 0 I(5) See footnote(5)
Warrant (Right to Buy) $11.5 02/12/2026 J 75,000 03/15/2026 02/13/2031 Common Stock 75,000 (6) 75,000(6) I See footnote(5)
1. Name and Address of Reporting Person*
Klein Michael Stuart
(Last) (First) (Middle)
640 FIFTH AVENUE, 14TH FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
Churchill Sponsor X LLC
(Last) (First) (Middle)
640 FIFTH AVENUE, 14TH FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
M. Klein Associates, Inc.
(Last) (First) (Middle)
640 FIFTH AVENUE, 14TH FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
Explanation of Responses:
1. In connection with the transactions consummated on February 13, 2026 pursuant to that certain Agreement and Plan of Merger and Reorganization Agreement, dated as of September 8, 2025 (the "Merger Agreement"), by and among Infleqtion, Inc. (the "Issuer") (f/k/a Churchill Capital Corp X ("CCX")), AH Merger Sub I, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub I"), AH Merger Sub II, LLC, a wholly owned subsidiary of the Issuer ("Merger Sub II") and ColdQuanta, Inc. (d/b/a Infleqtion), a Delaware corporation ("Legacy Infleqtion"). Pursuant to the Merger Agreement, and on the terms and subject to the satisfaction or waiver of the conditions set forth therein, the parties effected a business combination transaction by which Merger Sub I merged with and into the Legacy Infleqtion, with Legacy Infleqtion continuing as the surviving corporation and a wholly-owned subsidiary of the Issuer ("First Merger"),
2. (Continued from footnote 1) and immediately following the First Merger, the surviving corporation of the First Merger merged with and into Merger Sub II, with Merger Sub II continuing as the surviving entity (the "Second Merger" and, together with the First Merger, the "Mergers").
3. The Issuer effected a deregistration under Article 41 of CCX's amended and restated memorandum and articles of association and Section 206 of the Companies Act (As Revised) of the Cayman Islands and a domestication under Section 388 of the Delaware General Corporation Law, pursuant to which CCX's jurisdiction of incorporation changed from the Cayman Islands to the State of Delaware (the "Domestication"). Effective upon the Domestication, (i) each Class B ordinary share of the Issuer automatically converted into a Class A ordinary share (the "Class A Ordinary Share") on a one-to-one basis, and (ii) each Class A Ordinary Share converted into common stock, par value $0.0001 per share ("Common Stock"), of the Issuer, Infleqtion, Inc., on a one-to-one basis. The reporting person now holds Common Stock of the Issuer rather than Class A Ordinary Shares in a Cayman Islands company.
4. Includes 300,000 shares which were acquired as part of 300,000 units pursuant to a Private Placement Units Purchase Agreement by and between the Churchill Sponsor X LLC (the "Sponsor") and CCX, and have been continually held since CCX's initial public offering. Effective upon the Domestication, (i) each unit of CCX separated into one share per unit and one-quarter of one whole warrant of CCX per unit, each whole warrant exercisable for one Class A Ordinary Share, (ii) each share converted into one share of Common Stock of the Issuer on a one-to-one basis and (iii) each warrant automatically converted into a warrant to acquire Common Stock of the Issuer.
5. The reported shares and warrants of the Issuer are directly held by the Sponsor. Michael Klein is the controlling stockholder of M. Klein Associates, Inc., which is the managing member of the Sponsor. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 under the Securities Exchange Act of 1934, as amended, or otherwise, any of the Reporting Persons is the beneficial owner of any securities reported herein. The Reporting Persons disclaim beneficial ownership of any securities of the Issuer except to the extent of such Reporting Person's pecuniary interest therein.
6. Represents 75,000 shares underlying warrants which were acquired as part of 300,000 units pursuant to a Private Placement Units Purchase Agreement by and between the Sponsor and CCX, and have been continually held since CCX's initial public offering. Effective upon the Domestication, (i) each unit of CCX separated into one share per unit and one-quarter of one whole warrant of CCX per unit, each whole warrant exercisable for one Class A Ordinary Share, (ii) each share converted into one share of Common Stock of the Issuer on a one-to-one basis and (iii) each warrant automatically converted into a warrant to acquire Common Stock of the Issuer. The warrants become exercisable 30 days after the completion of the Mergers.
Remarks:
Former Chief Executive Officer, President and Chairman of the Board of Directors of CCX.
/s/ Michael Klein 02/17/2026
M. Klein Associates, Inc., By: /s/ Jay Taragin, Name: Jay Taragin, Title: Authorized Person 02/17/2026
Churchill Sponsor X LLC, By: M. Klein Associates, Inc., its manager, By: /s/ Jay Taragin, Name: Jay Taragin, Title: Authorized Person: 02/17/2026
** 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 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.

Source: View Original Filing on SEC EDGAR