10/15/2026 | Press release | Distributed by Public on 10/15/2026 19:17
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FORM 3
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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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| 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 control number. | |||
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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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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ARC Group International Ltd UNIT 417, 4TH FLOOR, LIPPO CENTRE, TOWER TWO, NO. 89 QUEENSWAY, ADMIRALTY HONG KONG |
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| ARC Group International Limited, /s/ Carlos Lopez, Director | 10/15/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | This statement is filed by ARC Group International Limited ("AGIL"), the record holder and direct beneficial owner of the shares of Class A Common Stock (the "Shares") being reported. ARC Group Limited ("ARC Group"), the parent of AGIL, and Mr. Abraham Cinta, the chief executive officer and a director of ARC Group have indirect beneficial ownership of the Shares and Mr. Cinta has voting and dispositive power of them. The address of the direct and indirect beneficial owners is c/o ARC Group International Limited, Unit 417, 4th Floor, Lippo Centre, Tower Two, No. 89 Queensway, Admiralty, Hong Kong. |
| (2) | Includes 1,000,000 Shares that AGIL agreed in June 2026 to sell to Publico Partners Ltd, for which AGIL has received the purchase price but which remain held by AGIL pending delivery and excludes 40,000 Shares underlying private placement warrants exercisable at $11.50 per Share, which remain held by the sponsor of the special purpose acquisition company that entered into a business combination with the Issuer, as described in a current report on Form 8-K filed by the Issuer on September 2, 2026, and have not been transferred to AGIL. |