Newbridge sponsor reports 1,038,750 founder shares

Wealth Path Holdings Ltd, the sponsor of Newbridge Acquisition Ltd, filed an initial ownership report as a 10% owner.

Rhea-AI Filing Summary

Wealth Path Holdings Ltd, the sponsor of Newbridge Acquisition Ltd, filed an initial ownership report as a 10% owner. It reports beneficial ownership of 1,038,750 Class B ordinary shares, purchased for $25,000. These Class B shares automatically convert into Class A shares on a one-for-one basis at Newbridge’s initial business combination, or earlier at the holder’s option, subject to adjustments. The total includes up to 187,500 Class B shares that may be forfeited if the underwriters’ over-allotment option for the IPO is not fully exercised.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Wealth Path Holdings Ltd

Role 10% Owner

Type	Security	Shares	Price	Value
holding	Class B ordinary shares	--	--	--

Holdings After Transaction: Class B ordinary shares — 1,038,750 contracts (Direct)

Footnotes (2)

1. F1. As described in the registration statement on Form S-1 (File No. 333-289966) of Newbridge Acquisition Limited (the "Issuer") under the heading "Description of Securities--Founder Shares," Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments.
2. F2. Represents 1,038,750 Class B ordinary shares held by Wealth Path Holdings Limited, the Issuer's sponsor. The 1,038,750 Class B ordinary shares were purchased for $25,000. Includes an aggregate of up to 187,500 Class B ordinary shares that are subject to forfeiture to the extent the over-allotment option is not exercised in full in connection with the Issuer's initial public offering.

FAQ

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

What insider ownership does the Form 3 disclose for Newbridge Acquisition Ltd (NBRGU)?

The Form 3 shows Wealth Path Holdings Ltd, Newbridge’s sponsor, beneficially owns 1,038,750 Class B ordinary shares. This stake makes Wealth Path a 10% owner, providing significant sponsor alignment with the company’s performance around its initial business combination and IPO structure.

How many founder shares does Wealth Path Holdings Ltd hold in Newbridge (NBRGU)?

Wealth Path Holdings Ltd holds 1,038,750 Class B ordinary shares of Newbridge Acquisition Ltd. These founder shares were acquired for an aggregate purchase price of $25,000, reflecting a very low cost basis relative to public investors who buy in the company’s initial public offering.

How do Newbridge (NBRGU) Class B founder shares convert into Class A shares?

Newbridge’s Class B ordinary shares automatically convert into Class A ordinary shares on a one-for-one basis. Conversion occurs at the time of the initial business combination or any time before that at the holder’s option, subject to certain adjustments described in the Form S-1 registration statement.

What forfeiture risk applies to Newbridge (NBRGU) sponsor founder shares?

Up to 187,500 of the 1,038,750 Class B shares held by Wealth Path are subject to possible forfeiture. This forfeiture applies if the IPO underwriters’ over-allotment option is not exercised in full in connection with Newbridge Acquisition Ltd’s initial public offering structure.

What price did Wealth Path pay for its Newbridge (NBRGU) Class B shares?

Wealth Path Holdings Ltd purchased its 1,038,750 Class B ordinary shares of Newbridge Acquisition Ltd for a total of $25,000. This low aggregate purchase price is typical for sponsor founder shares in a SPAC structure and differs from pricing offered to public investors.

What role does Wealth Path Holdings Ltd play in Newbridge Acquisition Ltd (NBRGU)?

Wealth Path Holdings Ltd is identified as the sponsor of Newbridge Acquisition Ltd and a 10% owner. As sponsor, it holds Class B founder shares that convert into Class A shares around the business combination, linking its upside to the SPAC’s successful transaction completion.

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

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Accepted by SEC EDGAR 01/29/2026 - 08:40 PM Learn about SEC filing dates

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Wealth Path Holdings Ltd

(Last) (First) (Middle)

C/O NEWBRIDGE ACQUISITION LIMITED

UNIT B, 17/F, SUCCESS COMM BLDG, WANCHAI

(Street)

HONG KONG K3 00000

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/29/2026

3. Issuer Name and Ticker or Trading Symbol
Newbridge Acquisition Ltd [ NBRG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B ordinary shares	(1)	(1)	Class A ordinary shares	1,038,750(2)	(1)	D

Explanation of Responses:

1. As described in the registration statement on Form S-1 (File No. 333-289966) of Newbridge Acquisition Limited (the "Issuer") under the heading "Description of Securities--Founder Shares," Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments.

2. Represents 1,038,750 Class B ordinary shares held by Wealth Path Holdings Limited, the Issuer's sponsor. The 1,038,750 Class B ordinary shares were purchased for $25,000. Includes an aggregate of up to 187,500 Class B ordinary shares that are subject to forfeiture to the extent the over-allotment option is not exercised in full in connection with the Issuer's initial public offering.

	Signed by director of Wealth Path Holdings Limited /s/ Yongsheng Liu	01/29/2026
	** 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 5 (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.
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