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Churchill Capital Corp X reporting persons (Churchill Sponsor X LLC, M. Klein Associates, Inc. and Michael Klein) filed Amendment No. 1 to a Schedule 13D reporting beneficial ownership of 10,650,000 ordinary shares, representing 20.4% of the Class A ordinary shares (includes 300,000 Class A and 10,350,000 Class B convertible one-for-one on closing).
The amendment discloses a definitive Merger Agreement to combine Churchill with ColdQuanta, Inc. through a two-step merger and related Transactions, including a $126,547,600 PIPE at $10.00 per share. It also describes an Amended and Restated Registration Rights Agreement with specified resale registration timing, an Amended and Restated Sponsor Agreement with 1,500,000 sponsor shares that vest upon a $12 VWAP trigger or change of control, and an Advisory Agreement paying a $250,000 quarterly retainer to The Klein Group.
Churchill Capital Corp X entered into a definitive Merger Agreement with ColdQuanta, Inc. that contemplates Churchill's domestication from the Cayman Islands to Delaware and a name change to Infleqtion, Inc. Upon closing, existing Cayman Class A shares, warrants and units will convert into Domesticated SPAC common stock, warrants and adjusted options on a one-for-one or formulaic exchange basis. The transaction requires at least $100,000,000 of available SPAC cash at closing and is conditioned on customary approvals including special meetings of Churchill and ColdQuanta stockholder consent. A PIPE of $126,547,600 at $10.00 per share is committed to fund the closing. Sponsor shares include vesting tied to a VWAP trigger of $12.00 within specified periods or a qualifying change of control; failure to meet vesting within five years causes forfeiture. Registration rights for resale require filing within 30 business days post-closing and effectiveness no later than the 105th (or 165th) calendar day.
Sculptor Capital and related entities report beneficial ownership of 1,800,000 Class A ordinary shares of Churchill Capital Corp X, representing 4.32% of the Class A shares. The filing lists multiple reporting persons—Sculptor Capital LP, Sculptor Capital II LP, Sculptor Capital Holding Corp, Sculptor Capital Holding II LLC, Sculptor Capital Management, Inc., Sculptor Master Fund, Ltd. and Sculptor Special Funding, LP—all of which indicate shared voting and dispositive power over 1,800,000 shares and no sole voting or dispositive power. The percentage base is 41,700,000 Class A shares per the issuer's Q-10 as of June 13, 2025.
Fort Baker Capital Management LP, Fort Baker Capital, LLC and Steven Patrick Pigott jointly report ownership of 2,650,000 Units of Churchill Capital Corp X/Cayman (CUSIP G2130T124), representing 6.4% of the Class A ordinary shares underlying Units based on 41,700,000 outstanding shares as of June 13, 2025. Each Unit consists of one Class A ordinary share and one-quarter of a redeemable warrant; the warrants are not currently exercisable and will not be exercisable within 60 days. The reporting persons state the securities were acquired and are held in the ordinary course of business and disclaim acting as a group. Signatures on the joint filing agreement are dated August 14, 2025.
Barclays PLC reports beneficial ownership of 2,730,528 units of Churchill Capital Corp X, representing 6.54% of the unit class. The filing shows Barclays holds sole voting and sole dispositive power over these units and identifies Barclays Bank PLC as the relevant subsidiary. The statement was filed on a Schedule 13G, and Barclays certifies the holdings were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.
MMCAP International Inc. SPC and MM Asset Management Inc. report beneficial ownership of 2,000,000 Class A ordinary shares of Churchill Capital Corp X, representing 4.8% of the class. The reporting persons state they have shared voting power and shared dispositive power over these shares and no sole voting or dispositive power.
The filing is an amended Schedule 13G indicating passive investor status: the filers certify the shares were not acquired to change or influence control of the issuer. The report notes ownership is 5% or less of the class, so it does not reflect a control position.
Paul Lapping, a Director of Churchill Capital Corp X/Cayman (CCCX), filed an initial Form 3 reporting the event date 08/01/2025. The filing lists his address as 640 Fifth Avenue, New York, NY 10019 and indicates that no securities are beneficially owned by the reporting person. The form is signed and dated 08/11/2025.
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