Churchill Capital Corp XI (CCXIU) to start separate trading of shares and warrants

Rhea-AI Filing Summary

Churchill Capital Corp XI filed an 8-K to announce that its units will begin separate trading into common shares and warrants. Starting February 9, 2026, each unit, which currently trades under the symbol CCXIU, can be split into one Class A ordinary share and one-tenth of one redeemable warrant.

The Class A ordinary shares will trade on the Nasdaq Global Market under the symbol CCXI, and the whole warrants will trade under CCXIW. No fractional warrants will be issued, and any units that are not separated will continue to trade as units under the CCXIU symbol. Holders must work through their brokers and the transfer agent to complete the separation.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 5, 2026

CHURCHILL CAPITAL CORP XI

(Exact name of registrant as specified in its charter)

Cayman Islands		001-43020		86-1959629
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

640 Fifth Avenue, 14th Floor

New York, NY 10019

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (212) 380-7500

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Units, each consisting of one Class A ordinary share and one-tenth of one redeemable warrant		CCXIU		The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share		CCXI		The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share		CCXIW		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

Separate Trading of Class A Ordinary Shares and Warrants

On February 5, 2026, Churchill Capital Corp XI (the “Company”) announced that, commencing on February 9, 2026, the holders of the units issued in its initial public offering (the “Units”), each Unit consisting of one Class A ordinary share of the Company, par value $0.0001 per share (the “Class A Ordinary Share”), and one-tenth of one redeemable warrant of the Company (the “Warrant”), with each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share, may elect to separately trade the Class A Ordinary Shares and the Warrants included in the Units. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Any Units not separated will continue to trade on the Nasdaq Global Market under the symbol “CCXIU.” The Class A Ordinary Shares and the Warrants are expected to trade on the Nasdaq Global Market under the symbols “CCXI” and “CCXIW,” respectively. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into Class A Ordinary Shares and Warrants.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release dated February 5, 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

1

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CHURCHILL CAPITAL CORP XI
Date: February 5, 2026	By:	/s/ Jay Taragin
		Name: Jay Taragin
		Title: Chief Financial Officer

2

Exhibit 99.1

Churchill Capital Corp XI Announces the Separate Trading of its Class A Ordinary Shares and Warrants, Commencing February 9, 2026

New York, NY, February 5, 2026 – Churchill Capital Corp XI (Nasdaq: CCXIU) (the “Company”) announced today that, commencing February 9, 2026, holders of the units sold in the Company’s initial public offering may elect to separately trade the Company’s Class A ordinary shares and warrants included in the units. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. The Class A ordinary shares and warrants that are separated will trade on the Nasdaq Global Market under the symbols “CCXI” and “CCXIW,” respectively. Those units not separated will continue to trade on the Nasdaq Global Market under the symbol “CCXIU.”

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities of the Company, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Churchill Capital Corp XI

Churchill Capital Corp XI was founded by Michael Klein, who is also the founder and managing partner of M. Klein and Company, LLC. The Company was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. It may pursue an initial business combination target in any business or industry.

Forward-Looking Statements

This press release may include, and oral statements made from time to time by representatives of the Company may include, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements regarding possible business combinations and the financing thereof, and related matters, as well as all other statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the Securities and Exchange Commission (“SEC”). All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Company’s initial public offering filed with the SEC. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Company Contact

Churchill Capital Corp XI
info@churchillcapitalcorp.com

Steve Lipin / Michael Landau

Gladstone Place Partners

212-230-5930

FAQ

What did Churchill Capital Corp XI (CCXIU) announce in this 8-K filing?

Churchill Capital Corp XI announced that, beginning February 9, 2026, holders of its units can separately trade the Class A ordinary shares and warrants. Units will remain tradable, but investors may choose to hold or trade the share and warrant components independently.

When does separate trading of CCXIU units into shares and warrants begin?

Separate trading of Churchill Capital Corp XI’s units into Class A ordinary shares and warrants starts on February 9, 2026. From that date, holders may instruct their brokers to split units, enabling independent trading of shares under CCXI and warrants under CCXIW on Nasdaq.

What does each Churchill Capital Corp XI (CCXIU) unit consist of?

Each Churchill Capital Corp XI unit consists of one Class A ordinary share and one-tenth of one redeemable warrant. Every whole warrant allows the holder to purchase one Class A ordinary share at an exercise price of $11.50 per share, subject to standard warrant terms.

What ticker symbols will Churchill Capital Corp XI securities trade under after separation?

After separation begins, Class A ordinary shares of Churchill Capital Corp XI will trade on the Nasdaq Global Market under the symbol CCXI. The whole warrants will trade under CCXIW, while units that remain combined will continue to trade under the existing CCXIU symbol.

Will Churchill Capital Corp XI issue fractional warrants when units are separated?

Churchill Capital Corp XI will not issue fractional warrants when units are separated into shares and warrants. Only whole warrants will trade on Nasdaq, meaning investors need to hold sufficient units so that the one-tenth warrant components combine into whole warrants for trading.

How can CCXIU unit holders separate their Class A shares and warrants?

Holders of Churchill Capital Corp XI units must contact their brokers, who then coordinate with Continental Stock Transfer & Trust Company, the transfer agent, to separate units. Once processed, the resulting Class A ordinary shares and whole warrants can trade under CCXI and CCXIW, respectively.