Maxwell Gover reports 73,334 Class B shares in Xsolla SPAC 1 (XSLLU)

Rhea-AI Filing Summary

Xsolla SPAC 1 director Maxwell Gover filed an initial ownership report showing beneficial ownership of 73,334 Class B Ordinary Shares. These Class B shares will automatically convert into Class A Ordinary Shares on a one-for-one basis concurrently with or immediately after the company’s initial business combination, or earlier at the holders’ option, and they have no expiration date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gover Maxwell

Role Director

Type	Security	Shares	Price	Value
holding	Class B Ordinary Shares	--	--	--

Holdings After Transaction: Class B Ordinary Shares — 73,334 shares (Direct)

Footnotes (1)

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Understanding Insider Trading Forms →

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

OMB Number:			3235-0104
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hours per response:			0.5

1. Name and Address of Reporting Person^*

Gover Maxwell

(Last) (First) (Middle)

15260 VENTURA BOULEVARD, SUITE 2230

(Street)

SHERMAN OAKS CA 91403

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/28/2026

3. Issuer Name and Ticker or Trading Symbol
Xsolla SPAC 1 [ XSLLU ]

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

X	Director		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	73,334	(1)	D

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.

	/s/ Maxwell Gover	02/19/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Maxwell Gover report in Xsolla SPAC 1 (XSLLU) Form 3?

Maxwell Gover reported beneficial ownership of 73,334 Class B Ordinary Shares of Xsolla SPAC 1. This is an initial ownership statement rather than a buy or sell transaction and establishes his starting equity position as a director.

What type of shares does Maxwell Gover hold in Xsolla SPAC 1 (XSLLU)?

He holds Class B Ordinary Shares of Xsolla SPAC 1. These are a separate class from Class A shares and are designed to convert into Class A Ordinary Shares under specified conditions tied to the SPAC’s business combination.

How many Xsolla SPAC 1 (XSLLU) shares does Maxwell Gover own after the reported holding?

After the reported holding, Maxwell Gover is shown as beneficially owning 73,334 Class B Ordinary Shares. This figure reflects his direct ownership position following the Form 3 filing and does not describe any new purchase or sale activity.

When will Maxwell Gover’s Class B shares in Xsolla SPAC 1 (XSLLU) convert to Class A?

The Class B Ordinary Shares automatically convert to Class A Ordinary Shares concurrently with or immediately after the initial business combination. They may also convert earlier at the holders’ option, on a one-for-one basis, according to the stated terms.

Do Maxwell Gover’s Class B shares in Xsolla SPAC 1 (XSLLU) expire?

The filing states that the Class B Ordinary Shares have no expiration date. This means they remain outstanding until converted into Class A Ordinary Shares or otherwise disposed of, providing ongoing equity exposure tied to the SPAC’s future combination.

Is Maxwell Gover’s Form 3 for Xsolla SPAC 1 (XSLLU) a buy or sell transaction?

The Form 3 reflects a holding, not a buy or sell transaction. It serves as an initial statement of Maxwell Gover’s beneficial ownership in Xsolla SPAC 1 upon becoming a director, with no transaction price or trade size disclosed.