X3 Acquisition Corp. (XCBEU) sponsor reports 5.75M Class B shares on Form 3

Rhea-AI Filing Summary

X3 Acquisition Corp. Ltd. insider filing shows sponsor’s stake. A Form 3 reports that an entity associated with Chairman and CEO Andrew Redleaf, X3 Acquisition Management LLC, holds derivative securities tied to 5,750,000 Class B ordinary shares.

The Class B ordinary shares will automatically convert into Class A ordinary shares on a one-for-one basis upon, or immediately after, the company’s initial business combination, or earlier at the option of the holders, and they have no expiration date. The position is reported as held indirectly, and Andrew Redleaf disclaims beneficial ownership of these shares except to the extent of any pecuniary interest he may have.

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

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1. Name and Address of Reporting Person^*

REDLEAF ANDREW

(Last) (First) (Middle)

3033 EXCELSIOR BLVD, SUITE 343

(Street)

MINNEAPOLIS MN 55416

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/20/2026

3. Issuer Name and Ticker or Trading Symbol
X3 Acquisition Corp. Ltd. [ XCBE ]

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

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

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	5,750,000	(1)	I	See Footnote(2)

Explanation of Responses:

1. The Class B ordinary shares will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the Issuer's initial business combination, or earlier at the option of the holders thereof on a one-for-one basis, subject to the adjustments. The Class B ordinary shares have no expiration date.

2. Consists of shares owned by X3 Acquisition Management LLC (the "sponsor"). Andrew Redleaf is the authorized person of X Cubed Capital Management LLC, the managing member of the sponsor and has voting and dispositive power over the shares owned by the sponsor. Mr. Redleaf disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

	/s/ Andrew Redleaf	01/20/2026
	** 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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FAQ

What does the X3 Acquisition Corp. Ltd. (XCBEU) Form 3 disclose?

The Form 3 discloses that an entity associated with Chairman and CEO Andrew Redleaf, X3 Acquisition Management LLC, indirectly holds derivative securities referencing 5,750,000 Class B ordinary shares of X3 Acquisition Corp. Ltd.

How many X3 Acquisition Corp. Ltd. Class B shares are reported on this Form 3 for XCBEU?

The filing reports derivative securities tied to 5,750,000 Class B ordinary shares, held indirectly through X3 Acquisition Management LLC, the sponsor.

Who actually holds the X3 Acquisition Corp. Ltd. (XCBEU) sponsor shares reported on the Form 3?

The shares are held by X3 Acquisition Management LLC, described as the sponsor. Andrew Redleaf is the authorized person of X Cubed Capital Management LLC, managing member of the sponsor, and has voting and dispositive power over those shares.

What conversion rights do the Class B ordinary shares of X3 Acquisition Corp. Ltd. (XCBEU) have?

The Class B ordinary shares automatically convert into Class A ordinary shares concurrently with or immediately after the initial business combination, or earlier at the option of the holders, on a one-for-one basis, subject to adjustments.

Do the X3 Acquisition Corp. Ltd. (XCBEU) Class B ordinary shares have an expiration date?

No. The filing states that the Class B ordinary shares have no expiration date.

Does Andrew Redleaf personally claim full beneficial ownership of the XCBEU sponsor shares?

No. The filing states that Mr. Redleaf disclaims beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have in them, directly or indirectly.