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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): June 18, 2026
Quantum Leap Acquisition
Corp
(Exact name of registrant
as specified in its charter)
| Cayman Islands |
|
001-43262 |
|
N/A |
|
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
Willow Workplace Menlo Park
80 Willow Road
Menlo
Park, California 94025
(Address of principal
executive offices, including zip code)
Registrant’s
telephone number, including area code: (650) 444-4105
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 redeemable warrant |
|
QLEPU |
|
New York Stock Exchange |
| Class A ordinary shares, par value $0.0001 per share |
|
QLEP |
|
New York Stock Exchange |
| Warrants, each exercisable for one Class A ordinary share, and the conversion of any working capital loans into equity, if elected by the Sponsor |
|
QLEPWS |
|
New York Stock Exchange |
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.
On May 4, 2026, Quantum
Leap Acquisition Corp (the “Company”) consummated its initial public offering (“IPO”) of 20,000,000 units (the “Units”),
with each Unit consisting of one Class A ordinary share of the Company, par value $0.0001 per share (the “Class A Ordinary Shares”),
and one redeemable warrant (each, a “Warrant”).
The Company previously
expected that the Class A Ordinary Shares and Warrants comprising the Units would begin separate trading on or about June 22, 2026. The
Company announced that, commencing on or about June 23, 2026, the Class A Ordinary Shares and Warrants comprising the Units will begin
trading separately on the New York Stock Exchange (the “NYSE”) under the symbols “QLEP” and “QLEP WS,” respectively.
The Units will continue to be quoted on the NYSE under the symbol “QLEPU” until the separation, after which the Units will no
longer trade. At the time the Class A Ordinary Shares and Warrants begin separate trading, holders of Units will hold the separate securities
and will no longer hold Units, without any action needing to be taken by the holders. No fractional warrants will be issued upon separation
of the Units, and only whole warrants will trade.
On June 18, 2026, the
Company issued a press release announcing the separate trading of the Class A Ordinary Shares and Warrants, a copy of which is attached
as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits
The
following exhibits are being filed herewith:
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release, dated June 18, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| |
QUANTUM LEAP ACQUISITION CORP |
| |
|
|
| |
By: |
/s/ Kervin Pillay |
| |
|
Name: |
Kervin Pillay |
| |
|
Title: |
Chief Executive Officer |
| Dated: June 18, 2026 |
|
|
Exhibit 99.1
Quantum Leap Acquisition Corp Announces Separate Trading of Class A Ordinary Shares and Warrants Commencing June 23, 2026
MENLO PARK, Calif, June 18, 2026 (GLOBE NEWSWIRE) -- Quantum
Leap Acquisition Corp (the "Company") (NYSE: QLEPU) announced today that the separate trading of the Class A ordinary shares
and warrants comprising the units sold in the Company's initial public offering, previously expected to commence on Monday, June 22, 2026,
is expected to commence on or about Tuesday, June 23, 2026. At that time, holders will hold the separate securities and will no longer
hold units, without any action needing to be taken by the holders, and the units will no longer trade. The Class A ordinary shares and
warrants are expected to be listed and traded on the New York Stock Exchange ("NYSE") under the symbols "QLEP" and
"QLEP WS," respectively, and the units will cease trading under the symbol "QLEPU."
The Company completed its initial public offering of 20,000,000 units
on May 4, 2026, with each unit consisting of one Class A ordinary share and one redeemable warrant. Each whole warrant entitles the holder
to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment. No fractional warrants will be issued upon
separation of the units, and only whole warrants will trade.
The separation of the units into their component Class A ordinary shares
and warrants will occur automatically, and holders need not take any action to effect the separation. Continental Stock Transfer &
Trust Company is acting as the Company's transfer agent.
A.G.P./Alliance Global Partners acted as sole book-running manager
for the initial public offering.
A registration statement on Form S-1 relating to the securities, as
amended (File No. 333-293359), was previously filed with the U.S. Securities and Exchange Commission ("SEC") and declared effective
on April 30, 2026. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, 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 Quantum Leap Acquisition Corp
Quantum Leap Acquisition Corp is a blank check company incorporated
as a Cayman Islands exempted company and 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. While the Company may pursue an acquisition
opportunity in any business, industry or sector, it intends to focus on target companies within the artificial intelligence, quantum computing,
and blockchain technology sectors.
Forward-Looking Statements
This press release contains statements that constitute "forward-looking
statements." 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 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.
Investor Contact:
Quantum Leap Acquisition Corp
IR@Quantumleapacquisition.com