ClearThink 1 delays Q2 2026 quarterly report

ClearThink 1 Acquisition Corp. announced it will be late filing its Quarterly Report on Form 10‑Q for the quarter ended June 30, 2026 because it could not, without unreasonable effort or expense, complete all necessary approvals for the required disclosures.

Rhea-AI Filing Summary

ClearThink 1 Acquisition Corp. announced it will be late filing its Quarterly Report on Form 10‑Q for the quarter ended June 30, 2026 because it could not, without unreasonable effort or expense, complete all necessary approvals for the required disclosures.

The company expects to file this Form 10‑Q no later than the fifth calendar day after the prescribed due date, consistent with the extension permitted under Rule 12b‑25. ClearThink 1 is a blank check company formed to effect a business combination and reports having only nominal operations. Its Form S‑1 for the initial public offering was declared effective on February 13, 2026, and it was incorporated on September 11, 2025, so there is no corresponding quarterly information for the period ended June 30, 2025.

Key Figures

Quarter end: June 30, 2026 10-Q extension period: 5 calendar days IPO registration effectiveness date: February 13, 2026 +2 more

5 metrics

Quarter end June 30, 2026 Fiscal quarter covered by the delayed Form 10‑Q

10-Q extension period 5 calendar days Maximum delay for filing the quarterly report under Rule 12b‑25

IPO registration effectiveness date February 13, 2026 Date the Form S‑1 for the initial public offering was declared effective

Incorporation date September 11, 2025 Date ClearThink 1 Acquisition Corp. was incorporated as a Cayman Islands exempted company

Notification signature date August 17, 2026 Date the CEO signed the late-filing notification

Key Terms

blank check company, business combination, Quarterly Report on Form 10-Q, Rule 12b-25, +1 more

5 terms

blank check company financial

"The Company is a blank check company formed for the purposes of effecting a business combination"

A blank check company is a publicly listed shell that raises money from investors before naming a specific business to buy or merge with, similar to handing a cashier a signed check and asking them to fill in the payee later. It matters to investors because it offers a faster, often cheaper path for private firms to become public, but carries extra risk since returns depend on the organizers’ ability to find a good deal and on limited information about the future business.

business combination financial

"formed for the purposes of effecting a business combination with one or more businesses"

A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.

Quarterly Report on Form 10-Q regulatory

"disclosures required to be included in its Quarterly Report on Form 10-Q for the fiscal quarter"

A quarterly report on Form 10-Q is a standardized financial filing public companies must submit to U.S. regulators every three months, summarizing recent financial results, cash flows, balance sheet changes, operations and material risks or legal developments. Investors treat it like a company report card that shows up-to-date facts rather than marketing copy, helping them track performance, spot trends, reassess risk and make buy or sell decisions.

Rule 12b-25 regulatory

"seeks relief pursuant to Rule 12b-25(b), the following should be completed"

Rule 12b-25 is an SEC filing provision that lets a company notify regulators and the public that it cannot file a required periodic report (like a quarterly or annual report) on time and explains the reason for the delay. For investors, the notice is a formal heads-up that financial information will arrive late—similar to a company calling to say it will be late turning in homework—so it signals increased uncertainty and may affect trading and risk assessments until the filing is available.

initial public offering financial

"The registration statement on Form S-1 for the Company’s initial public offering was declared effective"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why is CTAA delaying its Form 10-Q for the quarter ended June 30, 2026?

ClearThink 1 Acquisition Corp. is delaying its Form 10‑Q because it could not complete all necessary approvals for the required disclosures without unreasonable effort or expense. It is using the short extension period allowed under Rule 12b‑25.

When does CTAA expect to file the delayed June 30, 2026 Form 10-Q?

ClearThink 1 Acquisition Corp. expects to file the delayed Form 10‑Q no later than the fifth calendar day following the prescribed due date, consistent with the automatic grace period permitted for quarterly reports.

What type of company is ClearThink 1 Acquisition Corp. (CTAA)?

ClearThink 1 Acquisition Corp. is a blank check company formed to complete a business combination with one or more businesses. It reports having only nominal operations prior to completing such a transaction.

Why doesn’t CTAA have comparable quarterly results for June 30, 2025?

The company was incorporated on September 11, 2025, and its IPO registration statement became effective on February 13, 2026. Because it did not exist as a reporting company for the quarter ended June 30, 2025, there is no corresponding quarterly information for that period.

Did CTAA indicate any significant change in results of operations in the upcoming Form 10-Q?

ClearThink 1 Acquisition Corp. noted it is a blank check company with only nominal operations and that there is no corresponding 2025 quarter, so its explanation of changes focuses on its formation and IPO timing rather than operating trends.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/17/2026 - 05:12 PM Accepted by SEC EDGAR 08/17/2026 - 05:12 PM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

(Check one):	☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR
	For Period Ended:	June 30, 2026

☐ Transition Report on Form 10-K

☐ Transition Report on Form 20-F

☐ Transition Report on Form 11-K

☐ Transition Report on Form 10-Q

☐ Transition Report on Form N-SAR

For the Transition Period Ended:

Read Instruction (on back page) Before Preparing Form. Please Print or Type.

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:

PART I — REGISTRANT INFORMATION

CLEARTHINK 1 ACQUISITION CORP.

Full Name of Registrant

Former Name if Applicable

150 E. Palmetto Park Road, Suite 202

Address of Principal Executive Office (Street and Number)

Boca Raton, Florida 33432

City, State and Zip Code

PART II — RULES 12b-25 (b) AND (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)

	(a)	The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
☒	(b)	The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and
	(c)	The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

PART III — NARRATIVE

State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report portion thereof, could not be filed within the prescribed time period.

The Registrant has been unable, without unreasonable effort or expense, to timely compile all necessary approvals for the disclosures required to be included in its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2026 (the “Quarterly Report”). The Registrant expects to file the Quarterly Report no later than the fifth calendar day following the prescribed filing date.

SEC 1344 (04-09) Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

(Attach extra Sheets if Needed)

PART IV — OTHER INFORMATION

(1)	Name and telephone number of person to contact in regard to this notification
	William Brock		(561)		358-3696
	(Name)		(Area Code)		(Telephone Number)

(2)	Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).
			Yes ☒ No ☐
(3)	Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?
			Yes ☐ No ☒
	If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
	The Company is a blank check company formed for the purposes of effecting a business combination with one or more businesses, and has only nominal operations. The registration statement on Form S-1 for the Company’s initial public offering was declared effective on February 13, 2026. The Company was incorporated as a Cayman Islands exempted company on September 11, 2025, and, as a result there is no corresponding quarterly information for the period ended June 30, 2025.

CLEARTHINK 1 ACQUISITION CORP.

(Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

Date:	August 17, 2026	By:	/s/ William Brock
			William Brock
			CEO