Infleqtion, Inc.

Notes to the Condensed Consolidated Financial Statements

(Unaudited)

1. Summary of Operations and Significant Accounting Policies

Nature of Operations

Infleqtion, Inc. (and its predecessor operations, ColdQuanta, Inc. (d/b/a Infleqtion) (“Legacy Infleqtion”), collectively referred to as the “Company”) develops and commercializes quantum technology products as part of a full-stack platform, which includes offerings such as quantum sensing, quantum computing and software. The Company is headquartered in Colorado, with operations in Illinois; Wisconsin; Melbourne, Australia and Oxford, U.K.

The Company was originally incorporated in the Cayman Islands on January 4, 2024 as a special purpose acquisition company under the name Churchill Capital Corp X (“CCX”) for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination involving CCX and one or more businesses. On February 12, 2026, the Company changed its jurisdiction of incorporation from the Cayman Islands to the State of Delaware through a domestication.

On February 13, 2026, CCX consummated its business combination with Legacy Infleqtion pursuant to the definitive agreement and plan of merger and reorganization (the “Merger Agreement”), dated September 8, 2025 (the “Business Combination”), whereby AH Merger Sub I, Inc., a direct, wholly owned subsidiary of CCX, merged with and into Legacy Infleqtion, with Legacy Infleqtion continuing as the surviving corporation, and immediately thereafter, such surviving corporation merged with and into AH Merger Sub II, LLC (“Merger Sub II”), another direct, wholly owned subsidiary of CCX, with Merger Sub II (renamed as “Infleqtion Quantum, LLC”) continuing as the surviving entity and as a wholly owned subsidiary of CCX. In connection with the closing of the Business Combination (the “Closing”), the Company changed its name from CCX to Infleqtion, Inc. Refer to Note 3 for further discussion of the Business Combination.

The Company’s Common Stock and Public Warrants (each as defined in Note 11) commenced trading on the New York Stock Exchange (“NYSE”) under the symbols “INFQ” and “INFQ WS”, respectively, on February 17, 2026.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the financial results of the Company and its wholly owned subsidiaries and have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). In the opinion of management, these condensed consolidated financial statements reflect all adjustments that are of a normal recurring nature necessary for a fair presentation of the results of operations, financial condition and cash flows for the interim periods presented. These condensed consolidated financial statements do not include all of the information and disclosures required by GAAP for complete financial statements. All intercompany balances and transactions have been eliminated in consolidation. Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation. These reclassifications had no impact on previously reported net income, total assets, or shareholders’ equity. These interim financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2025 included in the Current Report on Form

8-K/A

that the Company filed with the U.S. Securities and Exchange Commission (“SEC”) on March 31, 2026.

The Business Combination was accounted for as a reverse recapitalization, with Legacy Infleqtion determined to be the accounting acquirer and CCX treated as the acquired company for financial reporting purposes. Accordingly, the transaction was treated as the equivalent of Legacy Infleqtion issuing stock for the net assets of CCX, accompanied by a recapitalization. The net assets of CCX were recorded at their historical cost, and no goodwill or other intangible assets were recorded. The Company’s consolidated financial statements following the Business Combination reflect the historical operations of Legacy Infleqtion. Reported shares and earnings per share prior to the Business Combination have been retroactively restated to reflect a defined exchange

ratio of approximately

0.34740312 (the “Exchange Ratio”) established at the Business Combination.

Emerging Growth Company

The Company is an Emerging Growth Company (“EGC”) as defined under the Securities Act, as modified by the Jumpstart Our Business Startups Act (“JOBS Act”), and may take advantage of certain exemptions from reporting and disclosure requirements that apply to other public companies that are not EGCs.

Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until such standards are applicable to private companies. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply

to non-emerging growth

companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard, until such time the Company is no longer considered to be an emerging growth company. At times, the Company may elect to early adopt a new or amended standard.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in these condensed consolidated financial statements and the accompanying notes.

Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to, the selection of the method to measure progress in the satisfaction of performance obligations in revenue arrangements recognized over time and the related estimate of total expected costs for the revenue arrangement, the useful lives of long-lived assets, the fair value of stock-based awards, the fair value of assets and liabilities acquired in business combinations, the fair value of contingent obligations and the fair value of assets and reporting units associated with impairment losses. Management bases its estimates and assumptions on current facts, historical experience, expectations, forecasts, trends and various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results could differ materially from such estimates and assumptions.

Concentrations of Credit Risk and other Risks and Uncertainties

Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents,

securities and accounts receivable. The Company’s cash and cash equivalents are deposited at high-credit-quality financial institutions. The Company’s deposit balances at these institutions routinely exceed federally insured limits. The Company has not experienced any credit losses relating to its cash and cash equivalents and does not believe there is exposure to any significant credit risk on such accounts. See the section below for further information on

securities.

The majority of the Company’s accounts receivable is derived from governmental institutions and commercial customers primarily located in the U.S., U.K., Australia and Japan. At March 31, 2026, two customers represented 74% and 19% of total accounts receivable, respectively. At December 31, 2025, one customer represented 78% of total accounts receivable. There have been no credit losses since the Company’s inception.

Significant customers are those that represent more than 10% of the Company’s total revenue. During the three months ended March 31, 2026, one customer represented 61% of total revenue. During the three months ended March 31, 2025, three customers represented 51%,29%, and 10% of total revenue, respectively.

A significant portion of the Company’s resources are engaged in supplying services and technological equipment to the U.S. and U.K. governments and can be subject to certain business risks unique to being a government contractor. Sales to government entities may be affected by changes in procurement policies, turnover of key personnel, budget considerations, political developments abroad and other factors. In addition, the Company is subject to periodic compliance audits by the U.S. and U.K. governments.

The Company is also subject to the risks inherent in any technological business model, including the development of competing products and technologies and the related risk of obsolescence. The Company’s current focus is on research and development of quantum technology. However, the quantum technology industry is still in its early stage and the Company may not be successful in all of its research and development.

Accounting Pronouncements Recently Issued or Adopted

In November 2024, the FASB issued ASU

No. 2024-03,

Disaggregation of Income Statement Expenses

. This ASU requires additional disclosure of the nature of expenses included in the income statement. This ASU is effective for the Company for annual periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with the option to apply the ASU retrospectively. Early adoption is permitted. The Company is currently evaluating the extent of the impact of this ASU on the disclosures in the Company’s consolidated financial statements.

In November 2025, the FASB issued ASU

2025-06

, Targeted Improvements to the Accounting for

Internal-Use

Software,

which modernizes accounting for

internal-use

software development costs, aligning with evolving technology practices. This ASU is effective for the Company for annual periods beginning after December 15, 2027, and interim periods within those annual periods. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). If an entity early adopts in an interim reporting period, it must adopt as of the beginning of the annual reporting period that includes that interim reporting period. The Company is currently evaluating the extent of the impact of this ASU on the Company’s consolidated financial statements.

In December 2025, the FASB issued ASU

2025-10,

Accounting for Government Grants Received by Business Entities

, (“ASU

2025-10”)

which establishes guidance on the recognition, measurement and presentation of a government grant received by a business entity. GAAP did not provide such guidance, and many business entities have been analogizing to International Accounting Standard (“IAS”) 20 or other guidance when accounting for government grants. The ASU incorporates elements of IAS 20 into GAAP, modifying certain aspects of that standard’s scope, recognition threshold and other implementation guidance. This ASU is effective for the Company for annual periods beginning after December 15, 2029, and interim periods within those annual periods. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). If an entity early adopts in an interim reporting period, it must adopt as of the beginning of the annual reporting period that includes that interim reporting period. The Company is currently evaluating the extent of the impact of this ASU on the Company’s consolidated financial statements.

In December 2025, the FASB issued ASU 2025-11,

Interim Reporting (Topic 270): Narrow-Scope Improvements

(“ASU 2025-11”), which improves the guidance in Topic 270 by clarifying when the interim reporting guidance is applicable. The ASU establishes a disclosure principle that requires entities to disclose events and changes occurring since the end of the most recent annual reporting period that have a material impact on the entity. The amendments are intended to clarify existing interim reporting requirements and do not change the fundamental nature of interim reporting. This ASU is effective for the Company for interim reporting periods within fiscal years beginning after December 15, 2028. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). The Company is currently evaluating the impact of this ASU on the Company’s consolidated financial statements.

In December 2025, the FASB issued ASU 2025-12, Codification Improvements (“ASU 2025-12”), which provides targeted technical corrections and clarifications to the Accounting Standard Codification. The ASU addresses narrow-scope issues across multiple accounting topics. Among other items, the amendments clarify certain aspects of diluted earnings per share calculations when a loss from continuing operations exists. The ASU is effective for the Company for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). If an entity early adopts in an interim reporting period, it must adopt as of the beginning of the annual reporting period that includes that interim reporting period. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

Stock-Based Compensation

The Company accounts for stock-based compensation in accordance with ASC 718,

Compensation

–

Stock Compensation

. The Company’s stock-based compensation awards are all equity-classified and consist of stock options and restricted stock awards (“RSA”). The Company has sufficient authorized but unissued common shares to satisfy all of the outstanding warrants and stock-based compensation awards. At the Closing, all shares of convertible redeemable preferred stock were automatically surrendered and exchanged for the right to received shares of Common Stock; comparative periods reflect the historical capitalization structure. Stock-based compensation cost is measured based on the fair value of the awards as determined on the grant date. The Company recognizes stock-based compensation expense using the graded attribution method in which expense is recognized on a straight-line basis over the requisite service period for each separately vesting portion of the stock option or RSA as if the award was, in substance, multiple awards. The Company accounts for forfeitures as they occur.

The fair value of each stock option is determined on the date of grant using the Black-Scholes option-pricing model, which requires the use of accounting judgment and financial estimates, including estimates of the fair value of the underlying Legacy Infleqtion common stock and the fair value of the Company’s Common Stock (as further described below), the expected term, estimated volatility, risk-free interest rate and expected dividend yield. The fair value of restricted stock awards is determined based on the fair market value of the Company’s Common Stock on the grant date.

Prior to the Closing, Legacy Infleqtion’s common stock was not publicly traded and therefore quoted market prices were not available. Accordingly, fair market value was determined by the Company’s Board of Directors (the “Board”), through an independent third-party valuation using a probability weighted expected return method. The valuation considers several factors requiring extensive use of judgement, including recently completed equity transactions, historical and forecasted financial performance, selection of peer companies, the estimated value and probability of future equity transactions, including the likelihood of the consummation of the Business Combination, and other relevant qualitative and quantitative inputs. After the Closing, the quoted market price of the Company’s publicly traded common stock is used as the fair value of the Common Stock.

Fair Value Measurements

The carrying value of certain financial instruments held by the Company are measured at fair value on a recurring basis. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines the fair value of its financial instruments based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. As a basis for considering such assumptions, the following hierarchy lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market:

Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurements. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and consideration of factors specific to the asset or liability.

Changes in assumptions or in market conditions could significantly affect the estimates. The Company determines whether transfers have occurred between levels in the fair value hierarchy by reassessing the inputs used in determining fair value at the end of each reporting period.

The following tables set forth the fair value of financial instruments that were measured at fair value on a recurring basis (in thousands):

There was a transfer out of Level 3 of the fair value hierarchy during the three months ended

March

31, 2026, as described

below

.

Prior to the Closing, the Company’s contingent obligation was classified within Level 3 of the fair value hierarchy and remeasured at fair value at each reporting date during 2025. The fair value measurement relied primarily on the estimated fair value of the Company’s stock, which was not publicly traded. Estimating the fair value of the Company’s Common Stock required management to assess the probability-weighted outcomes associated with remaining a private company and completing a Business Combination at each measurement date.

Subsequent to the Closing, the contingent obligation is classified within Level 1 of the fair value hierarchy based on the quoted market price of the Company’s Common Stock. Refer to Note 9 –

Commitments and Contingencies

for information regarding the nature and accounting of the contingent obligation.

The Company’s money market funds, presented within cash and cash equivalents on the condensed consolidated balance sheets, are classified within Level 1 of the fair value hierarchy as the fair value is based on quoted prices in active markets. The Company’s

securities are classified within Level 1 and Level 2 of the fair value hierarchy. Level 1 fair values are based on quoted prices in active markets for identical assets, and Level 2 fair values are based on observable market inputs.

The Company’s financial assets and liabilities that are not measured at fair value on a recurring basis consist of cash and cash equivalents (excluding the short-term investments and money markets funds in the table above), accounts receivable, accounts payable, accrued liabilities and deferred consideration payable. The carrying amounts of these financial assets and liabilities approximate their fair value due to the short-term nature of these instruments.

The Company’s

non-financial

assets, which primarily consist of property and equipment, goodwill and intangible assets, are not required to be measured at fair value on a recurring basis and instead are reported at their cost basis. However, on a periodic basis whenever events or changes in circumstances indicate that their carrying amount may not be fully recoverable,

non-financial

assets are assessed for impairment. The fair value measurements, in such instances, are based on market participant assumptions which would fall within Level 3 of the fair value hierarchy.

2. Revenue Recognition

The Company recognizes revenue at a point in time or over time consistent with how it satisfies its performance obligations and transfers control to its customers. Revenue from

point-in-time

contracts was

$0.9 million and $1.0 million for the three months ended March 31, 2026 and 2025, respectively. Revenue from over-time contracts was $8.6 million and $7.3 million for the three months ended March 31, 2026 and 2025, respectively.

A receivable is recorded when the Company has an unconditional right to receive payment based on the satisfaction of performance obligations. Amounts for which the Company’s right to consideration is conditional upon factors other than the passage of time are recorded as contract assets. The balance of accounts receivable was $6.9 million and $9.5 million as of March 31, 2026 and December 31, 2025, respectively as shown on the condensed consolidated balance sheet.

A reconciliation of the beginning and ending balances of contract assets, unbilled receivables and contract liabilities for the period is shown in the table below (in thousands):

The Company expects to recognize revenue of $17.2 million, $2.2 million, and $0.1 million from remaining performance obligations that are unsatisfied (or partially unsatisfied) for

non-cancelable

contracts in the years ending December 31, 2026, December 31, 2027, and thereafter, respectively. The increase in contract assets, unbilled receivables and contract liabilities from 2025 to 2026 were primarily driven by the timing of revenue recognition, customer billings and advance payments associated with the increased revenue activity during the year.

Disaggregated Revenue

Revenue from government customers comprised 85% and 84% of total revenue for the three months ended March 31, 2026 and 2025, respectively.

The Company’s revenues disaggregated by customer location is as follows (in thousands):

3. Business Combination

On February 13, 2026, CCX consummated the Business Combination with Legacy Infleqtion pursuant to the Merger Agreement dated September 8, 2025. At the Closing of the Business

Combination, each issued and outstanding share of Legacy Infleqtion common stock, preferred stock and restricted stock was automatically surrendered and exchanged for the right to receive shares of CCX common stock, par value $0.0001 per share, based on the Exchange Ratio, representing the Company’s Common Stock after the Closing. Immediately following the Business Combination, there were 216,471,927 shares of the Company’s Common Stock and 10,424,967 warrants

outstanding.

Substantially concurrently with the Closing, pursuant to the subscription agreements entered into on September 8, 2025, by and among CCX and certain investors (collectively, the “PIPE Investors”), the Company issued and sold to the PIPE Investors an aggregate of 12,654,760 shares of the Company’s Common Stock for an aggregate purchase price of $126.5 million.

The following table summarizes the proceeds from the Business Combination for the three months ended March 31, 2026 (in

thousands

):

The number of shares of Common Stock issued immediately following the consummation of the Business Combination:

Transaction Costs

Transaction costs consisted of direct legal, consulting, audit-related and other professional fees related to the consummation of the Business Combination. Upon the Closing, total transaction costs directly related to the issuance of shares of Common Stock totaling $9.3 million were recognized as a reduction of additional

paid-in

capital. Of these costs, $7.5 million were previously incurred by Legacy Infleqtion and capitalized as deferred offering costs and recorded in prepaid expenses and other current assets on the consolidated balance sheets. Certain other costs associated with the Business Combination of $11.5 million did not qualify for capitalization and were expensed as selling, general and administrative expenses in the condensed consolidated statement of operations and comprehensive loss during the three months ended March 31, 2026.

Available-for-sale

Securities

The following table summarizes the unrealized positions of the Company’s

securities disaggregated by class of instrument as of March 31, 2026 and December 31, 2025 (in thousands):

The following table provides the amortized cost and fair value of the Company’s

securities by contractual maturity as of March 31, 2026 and December 31, 2025 (in thousands):

Amortized cost includes accrued interest receivable on available-for-sale debt securities. There wereno realized gains or losses on available-for-sale securities during the three months ended March 31, 2026 and 2025.

For marketable securities classified as

that are in an unrealized loss position as of the balance sheet date, the Company assesses whether or not it intends to sell the security, or

more-likely-than-not

will be required to sell the security, before recovery of its amortized cost basis which would require a write-down to fair value through net loss. As of March 31, 2026 certain

securities were in an unrealized loss position. The Company has evaluated these securities and determined that the unrealized losses are primarily attributable to changes in interest rates and other market factors rather than credit-related factors. The Company does not intend to sell these securities before recovery of their amortized cost basis. As of December 31, 2025, there wereno

debt securities in a loss position. An allowance for credit losses was not deemed necessary related to

securities as of March 31, 2026 and December 31, 2025.

Refer to Note 1 –

Summary of Operations and Significant Accounting Policies (Fair Value Measurements)

for the Company’s valuation techniques and fair value hierarchy disclosures.

5. Inventories

Major classifications of inventories are as follows (in thousands):

6. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):

7. Property and Equipment, Net

Property and equipment, net consisted of the following (in thousands):

For the three months ended March 31, 2026 and 2025, depreciation and amortization expenses were $0.9 million and $0.7 million, respectively.

8. Accrued Liabilities

Accrued liabilities consisted of the following (in

thousands

):

9. Commitments and Contingencies

Contingent Obligations

On January 25, 2024, the Company acquired 100% of the equity of Morton (the “Morton Acquisition”). Morton specialized in the development and manufacturing of advanced silicon photonics-based component and

sub-system

technologies. The acquisition date fair value purchase consideration of $3.9 million consisted of $2.6 million of cash, $0.4 million of common stock, $0.4 million of contingent consideration and $0.5 million of other payments and adjustments.

In May 2025, the Company amended the equity purchase agreement related to the Morton Acquisition. The amendment added new milestones that, if achieved, requires the Company to make the remaining contingent cash payments of approximately $0.2 million and results in the vesting of the remaining 569,444 outstanding shares of restricted common stock.

The contingent obligation is classified as a liability, initially measured at fair value upon assessment of the likelihood that the related milestones would be achieved and subsequently remeasured at fair value each reporting period, with changes recognized in earnings. Refer to Note 1 –

Summary of Operations and Significant Accounting Policies

(Fair Value Measurements) for information regarding the valuation methodology and inputs used in measuring the contingent obligation. In the fourth quarter of 2025, certain milestones were achieved, and the Company settled

$2.3 million of the contingent obligation, consisting of $0.1 million in cash payments and the vesting of 329,678 shares of restricted common stock with an estimated fair value of $2.2 million. During the three months ended March 31, 2026, a total of $0.6 million of selling, general and administrative expenses related to the contingent obligation was recognized in the condensed consolidated statement of operations and comprehensive loss based upon the change in the fair value of the unvested shares of Common Stock during the period. The remaining balance of the contingent obligation included in accrued liabilities on the condensed consolidated balance sheet was $2.4 million as of March 31, 2026.

In January 2024, the Company completed the SiNoptiq asset acquisition. The asset acquisition provides for contingent payments to the sellers of up to $1.5 million in cash and 512,092

restricted shares of Series B convertible redeemable preferred stock for achieving certain sales-and development-based milestones. The rights to these contingent payments expire on January 26, 2028. At the acquisition date, the Company assessed the likelihood of the contingencies to be met as not probable and does not expect this assessment to change. Additional information regarding the SiNoptiq asset acquisition and related contingent consideration is provided in Note 6 to the Company’s consolidated financial statements for the year ended December 31, 2025 included in the Current Report on Form 8-K/A that the Company filed with the SEC on March 31, 2026.

Indemnification

In the ordinary course of business, the Company enters into contractual arrangements under which it may agree to indemnify the counterparties from any losses incurred relating to breach of representation, failure to perform or claims and losses arising from certain events as outlined within the particular contract. The Company has also entered into indemnification agreements with certain of its officers and directors.

The Company’s maximum exposure under such indemnities is unknown and has not been estimated, as this would involve future claims that may be made against the Company that have not occurred. To date, the Company has not made any payments related to these indemnities and believes the risk of material obligations under these indemnities to be remote. Accordingly, the Company has not accrued any liabilities related to such indemnification obligations in the condensed consolidated financial statements.

Legal Matters

From time to time, the Company may become involved in certain legal proceedings and claims incidental to the normal course of its business. As of March 31, 2026 and December 31, 2025, management is not aware of any pending or threatened litigation that could have a material impact on the condensed consolidated financial statements.

Exclusive License Agreement with University of Wisconsin

In October 2019, the Company entered into an exclusive license agreement with the Wisconsin Alumni Research Foundation (WARF) (the WARF License Agreement). Under the WARF License Agreement, the Company is granted an exclusive (subject to standard carve-outs), worldwide,

sub-licensable

license, in all fields, to make, have made, use, have used, offer for sale, sell, have sold and import products and services that would be covered by the patents listed in the WARF License Agreement. The WARF License Agreement provides the Company with exclusive rights to the listed patents, subject to certain WARF reservations.

In consideration for the rights granted under the WARF License Agreement, the Company paid a $50 thousand upfront license fee. The Company is also obligated to pay earned royalties on net sales of products, including pass-through sales-based royalties on sublicensee sales, a sublicense consideration percentage for sublicenses executed on or before December 31, 2022, and annual minimum royalties per calendar year. These minimum royalties are first due within the Company’s fiscal year 2026 and are creditable against that year’s earned royalties. During the three months ended March 31, 2026, the Company paid $25 thousand in minimum royalties.

Exclusive License Agreement with University of Colorado

In June 2021, the Company entered into an exclusive license agreement with the Regents of the University of Colorado (the “Exclusive CU License Agreement”). Under the Exclusive CU License Agreement, the Company is granted an exclusive (subject to standard carve-outs), worldwide,

sub-licensable

license, in all fields, to make, have made, use, have used, offer for sale, sell, have sold and import products and services that would be covered by the patents listed in the Exclusive CU License Agreement.

The Exclusive CU License Agreement provides the Company with exclusive rights to the listed patent portfolio in all fields, subject to (a) reserved rights for CU and other

non-profit

employers of the inventors and authors of the licensed patents and software and other research institutions to use the inventions for research, education, clinical and

non-commercial

purposes and (b) U.S. Government rights in federally funded intellectual property under the Bayh-Dole Act and other regulations.

In consideration for the rights granted under the Exclusive CU License Agreement, the Company paid a $130 thousand license fee, and will pay annual license maintenance fees (creditable against royalties), a royalty on net sales of

non-software

products in the low single digits, with royalties on sales to the government fluctuating by a single digit percentage, depending on volume, a royalty on net sales of licensed software products in the

mid-single

digits and a sublicense revenue percentage share in the low double digits for sublicenses (with higher rates for sublicenses executed in the first or second year).

License Agreement with the University of Colorado

In February 2012, the Company entered into a

non-exclusive

license agreement with the Regents of the University of Colorado (the

“Non-Exclusive

CU License Agreement”), as amended. Under the

CU License Agreement, the Company is granted a

non-exclusive,

worldwide license, in all fields to make, use, sell, offer for sale, lease and import products and processes that would infringe certain licensed patents

co-owned

with, or solely owned by, SRI International, Inc. listed in the

CU License Agreement. The

CU License Agreement also grants the Company to CU’s know how related to such patents. The license grant in the preceding sentence is exclusive as to CU’s interests in the patents listed in the

CU License Agreement. The

CU License Agreement is predicated on an inter-institutional agreement, pursuant to which the CU obtained the right to grant us the licenses under the

CU License Agreement from SRI International, Inc.

The

CU License Agreement provides the Company rights to the listed patent portfolio subject to reserved rights for CU to the Company’s own research and education, SRI International’s rights to the patents and U.S. Government rights under the Bayh-Dole Act and other regulations. In consideration for the rights granted under the

CU License Agreement, the Company will pay a royalty on net sales.

10. Convertible Redeemable Preferred Stock

Prior to the Closing, Legacy Infleqtion had 383,532,609

shares of convertible redeemable preferred stock outstanding, each convertible into shares of Legacy Infleqtion’s common stock on a one to one basis at the option of the holder, at any time and without the payment of additional consideration. Upon the Closing, all outstanding shares of preferred stock were automatically surrendered and exchanged and surrendered for the right to receive

133,240,425

shares of the Company’s Common Stock based on the Exchange Ratio. As of March 31, 2026

, no

shares of convertible redeemable preferred stock were outstanding.

The following table summarizes the exchange of Legacy Infleqtion’s convertible redeemable preferred stock upon the Closing:

11. Stockholders’ Equity

On February 17, 2026, the Company’s Common Stock and Public Warrants began trading on the NYSE. Pursuant to the terms of the Company’s amended and restated certificate of incorporation, the Company is authorized to

issue 1,400,000,000

of common stock, par value

$0.0001

per share (“Common Stock”),

and 100,000,000

shares of preferred stock, par value

of $0.0001 per share.

Common Stock

Holders of Common Stock are entitled to one vote for each share of Common Stock held at all meetings of stockholders. The number of authorized shares of Common Stock may be increased or decreased by the affirmative vote of the majority of holders of outstanding shares of the Company’s capital stock.

Subject to preferences that may apply to any shares of preferred stock outstanding at the time, the holders of Common Stock are entitled to receive dividends, if any, as may be declared from time to time by the Board, out of legally available funds. Common Stock is not entitled to preemptive, conversion or subscription rights, and is not subject to redemption or sinking fund provisions. Each holder is entitled to one vote per share on any matter that is submitted to a vote of the Company’s stockholders, including the election of directors, and does not have cumulative voting rights in the election of directors. If the Company becomes subject to a liquidation, dissolution or

winding-up,

the net assets legally available for distribution to stockholders would be distributable ratably among the holders of Common Stock.

As of March 31, 2026 the Company had 216,471,927 shares of Common Stock issued and outstanding.

Preferred Stock

As of March 31, 2026 there were no shares of preferred stock issued or outstanding. The voting, dividend and liquidation rights of the holders of the Common Stock are subject to and qualified by the rights of the holders of the preferred stock of any series as may be designated by the Board upon any issuance of preferred stock of any series.

Warrants

As of March 31, 2026, the Company had 10,424,967 warrants outstanding. As part of its initial public offering (“IPO”), CCX issued 41,400,000

units, each of which consisted of one Class A Ordinary Share of CCX, par

value $0.0001

per share (“Class A Ordinary Shares”), and

one-quarter

of one redeemable warrant (the “Public Warrants”). Simultaneously with the closing of the IPO, CCX completed the sale

of 300,000

pr

ivate

units, each of which consisted of one Class A Ordinary Share and

one-quarter

of one warrant. At Closing, all of the units previously issued separated into their component parts of one Class A Ordinary

Share and one-quarter of

one whole warrant. Immediately thereafter, a mandatory exchange of the Class A Ordinary Shares for shares of Common Stock was effected,

on a one-for-one basis

and each then-issued and outstanding warrant to acquire Class A Ordinary Shares converted automatically into a warrant to acquire a corresponding number of shares of Common Stock, on a one-for-one basis. On February 13, 2026, the units, the Class A Ordinary Shares and the Public Warrants ceased trading on The Nasdaq Capital Market, and subsequently, following the Closing of the Business Combination, the Company’s Common Stock and Public Warrants began trading on the NYSE.

Each whole warrant entitles the holder to purchase one share of the Company’s Common Stock at an exercise price of $11.50

per share, subject to adjustment. The warrants became exercisable

beginning 30

days after the consummation of the Company’s Business Combination. The Public Warrants will expire February 13, 2031, or earlier upon redemption or liquidation, while the private placement warrants do not expire except upon liquidation.

The Company may redeem the Public Warrants for $0.01 per warrant, at its option, at any time during the period in which the Public Warrants are exercisable, if the reported last sale price of the Company’s Common Stock equals or exceeds $18.00 per share for the specified trading period and other conditions are met.

Founder Shares

At the Closing, the Company had 10,350,000 shares of common stock (the “Founder Shares”) originally issued to Churchill Sponsor X, LLC (the “Sponsor”) outstanding, all of which were entitled to vote. In addition,300,000 private placement units were issued to the Sponsor as part of a private placement. Pursuant to an agreement with the Sponsor,1,500,000 of the Founder Shares became subject to earnout provisions and were unvested as of the Closing. The unvested Founder Shares will vest only if, within five years after closing, either (i) the volume weighted average price of the Common Stock equals or exceeds $12.00 per share for any 15 trading days within any 180 consecutive trading day period or (ii) a change of control occurs in which

the per-share price

received or implied is at least $12.00. If such conditions are not satisfied within the applicable period, the unvested Founder Shares will be forfeited for no consideration.

12. Stock-Based Compensation

Stock Incentive Plan

Prior to the Closing, Legacy Infleqtion maintained its 2017 Stock Incentive Plan (the “2017 Plan”), under which it granted stock options and restricted stock awards to purchase or directly issue shares of common stock to employees, officers, directors, consultants and advisors. Upon the Closing, outstanding awards under the 2017 Plan were assumed by the Company and converted into awards exercisable for shares of the Company’s Common Stock using the Exchange Ratio. Prior to the Closing 53,165,588

shares of common stock were reserved for issuance under the 2017 Plan. No new awards may be granted under the 2017 Plan following the Closing.

On February 12, 2026, the Company’s stockholders approved the Infleqtion, Inc. 2026 Equity Incentive Plan (the “2026 Plan”), which was ratified by the Board on February 13, 2026. The 2026 Plan permits the granting of stock options, restricted stock awards and other equity-based awards to employees, directors, and consultants. As of March

31, 2026,

33,419,882

shares of common stock were reserved for issuance under the 2026 Plan.

Stock Options

The following table summarizes the Company’s stock option activity (in thousands, except share and per share amounts):

The aggregate intrinsic value in the table above represents the difference between the exercise price of the underlying stock options and the fair value of the Company’s Common Stock for the respective date. The total intrinsic value of options exercised during the three months ended March 31, 2026

was

$7.2

million. The total grant date fair value of options vested during the three months ended March 31, 2026 was

$2.4

million.

Restricted Stock

During the three months ended March 31, 2026, certain restricted shares issued in connection with the Morton Acquisition vested upon the achievement of specified contingent payment milestones. See Note 9 –

Commitments and Contingencies

for additional information regarding the contingent payment arrangement.

The table below presents the activity of the restricted stock awards (“RSAs”):

Compensation Cost

Total stock-based compensation expense is included within the condensed consolidated statement of operations and comprehensive loss as follows (in thousands):

Unvested Stock Options and RSAs

As of March 31, 2026, unrecognized stock-based compensation expense related to unvested stock option awards was $45.2 million, which the Company expects to recognize over a weighted-average period of 3.62 years.

Unrecognized stock-based compensation expense related to unvested restricted stock awards as of March 31, 2026 wasnil. The remaining unvested restricted awards relate to the Morton

A

cquisition and are not recognized as compensation expense. See

Note 9

– Commitments and Contingencies for additional information regarding the contingent obligation.

13. Income Taxes

The Company recordedno income tax provision for the three months ended March 31, 2026 and 2025, because of anticipated losses for the fiscal year 2026 and actual losses incurred in 2025.

The Company estimates its annual effective income tax rate in recording its quarterly provision for income taxes in the various jurisdictions in which it operates. The Company recordedno income tax expense for the three months ended March 31, 2026, because the Company expects to incur a tax loss in the current year. Similarly, no income tax expense was recognized for the year ended December 31, 2025.

The Company had a

net

deferred tax asset of $52.3 million and $45.7

million at March 31, 2026 and December 31, 2025, respectively.

Realization

of the deferred tax asset is dependent, in part, on generating sufficient taxable income. The Company has recorded a

100% valuation allowance against the net deferred tax asset because future realization of these assets is not assured.

On July 4, 2025, President Trump signed the One Big Beautiful Bill Act (“OBBBA”) into law. This act makes permanent key elements of the Tax Cuts and Jobs Act, including

%

bonus depreciation, domestic research cost expensing, and the business interest expense limitation. According to ASC 740,

Income Taxes

, the effects of changes in tax rates and laws on deferred tax balances must be recognized in the period in which the legislation is enacted. The Company has evaluated the provisions of the Act and determined that it did not have a material impact on the Company’s condensed consolidated financial statements through March 31, 2026, nor does the Company currently anticipate that the OBBBA will have a material impact on its consolidated financial statements in the future.

Authoritative guidance for uncertainty in income taxes requires that the Company recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an examination. The Company has reviewed its tax positions and determined there were no uncertain tax positions requiring recognition in the consolidated financial statements.

The Company has not recorded any interest or penalties associated with unrecognized tax benefits for the three months ended March 31, 2026, or for the year ended December 31, 2025.

14. Related Party

Transactions

Transactions with Universities

University of Colorado-Boulder

The Company considers the University of Colorado-Boulder to be a related party because the Company’s

Co-Founder

and Chief Science Officer concurrently serves as a professor at the University of Colorado-Boulder. The Company sponsors research projects and utilizes laboratory equipment at the University of Colorado-Boulder. Under these contracts, the Company recognizedno service revenue, and cost of services of $4 thousand and $17 thousand during the three months ended March 31, 2026 and 2025, respectively. Expenses relate to research and development and use of laboratory equipment. There wereno accounts receivable or accrued liabilities outstanding as of March 31, 2026 and December 31, 2025.

University of Wisconsin-Madison

The Company’s Chief Scientist for Quantum Information concurrently serves as a professor at the University of Wisconsin-Madison. In his role as a researcher and professor at the university, he has been granted patents held by WARF. Additionally, in June 2016, the Company entered into a research agreement with the Board of Regents of the University of Wisconsin System on behalf of the University of Wisconsin-Madison to provide research, data and findings in accordance with the terms of the contract and subsequent amendments. The Company recorded $138 thousand and $125 thousand of research and development expenses in each of the three months ended March 31, 2026 and 2025, respectively. Total accrued liabilities of $0.1 million and $0.3 million were outstanding as of March 31, 2026 and December 31, 2025, respectively. As of March 31, 2026, the Company had incurred $4.6 million of its total $5.1 million committed funding.

Other Transactions

The Company entered into a consulting agreement with the spouse of a member of the Company’s management to provide consulting services on various research and development and customer contracts. The Company paid $20 thousand for three months ended March 31, 2025. No such expenses were incurred for the three months ended March 31, 2026. There wereno accounts payable outstanding as of March 31, 2026 and December 31, 2025.

The Company occasionally enters into consulting agreements with members of the Company’s Board of Directors and/or investors in the Company to serve in executive roles based on the business’ needs. In 2025,

the Compan

y

entered into a consulting agreement with Grant Dollens, a member of Legacy Infleqtion’s Board of Directors and the previous Interim Chief Financial Officer of Infleqtion. Under the terms of the agreement, Mr. Dollens provided financial and accounting services to the

Company

and received compensation at a rate of $15 thousand per month. The consulting agreement with Mr. Dollens ended in the fourth quarter of 2025 upon the Company hiring its current Chief Financial Officer. Under this agreement, the Company paid Mr. Dollens $36 thousand and $0 for the three months ended March 31, 2026 and 2025, respectively. Total accounts payable of $0 and $36 thousand were outstanding as of March 31, 2026 and December 31, 2025, respectively.

During 2025, the Company engaged DRS Daylight Solutions, Inc., (“DRS Daylight”) to provide engineering and programming services to the Company. At that time, Mr. Day was a member of Legacy Infleqtion’s Board of Director and served as an executive of DRS Daylight. Mr. Day subsequently departed DRS Daylight and joined Monarch Quantum, a company controlled by Mr. Day, and the Company transitioned the services agreement to Monarch. Mr. Day resigned from the Board in the fourth quarter of 2025. Under the terms of these arrangements, Mr. Day provided engineering and programming services to the Company. The Company

paid $2.6 million and $0 during the three months ended March 31, 2026 and 2025, respectively. Total accounts payable of $0.7 million and $1.8 million is outstanding as of March 31, 2026 and December 31, 2025, respectively.

On December 21, 2025, Eric Bjornholt was appointed to the Company’s Board of Directors. Mr. Bjornholt serves as the Chief Financial Officer of Microchip Technology Inc. During the year ended December 31, 2025, the Company purchased laboratory equipment from Microchip Technology Inc. The Company paid $64 thousand and $0 in the three months ended March 31, 2026 and 2025, respectively. Total accounts payable of $0 and $64 thousand were outstanding as of March 31, 2026 and December 31, 2025, respectively.

15. Loss Per Share

Basic net loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding for the period. The following table sets forth the computation of basic net loss per share attributable to common stockholders (in thousands, except share and per share amounts):

Diluted net loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding in the basic net loss per share calculation plus the number of potential shares of common stock that would be issued assuming exercise or conversion of all potentially dilutive securities. For the three months ended March 31, 2026 and 2025, diluted net loss per share is the same as basic net loss per share as the inclusion of potentially dilutive shares would have been anti-dilutive.

The following table summarizes the outstanding shares of potentially dilutive securities that were excluded from the computation of diluted net

loss

per share attributable to common stockholders, as their effect would be anti-dilutive:

The restricted stock awards and Founder Shares, while legally outstanding, are not considered participating securities as any rights to dividends during the vesting period are forfeitable. The warrants are also not participating securities, as holders do not have rights to receive dividends or dividend equivalents unless and until the warrants are exercised.

16. Segment Information

The Company derives revenues from customers by providing quantum computing solutions to its government and commercial customers from multiple locations throughout the world, but manages the business activities on a consolidated basis. The Company’s

Chief Executive Officer

is the chief operating decision maker (“CODM”). Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by CODM.

The CODM reviews financial information on a consolidated basis for the purposes of making operating decisions, allocating resources and evaluating financial performance. Accordingly, the Company determined that it operates in a

single

operating and reportable segment.

The measure used by the CODM to assess performance and make operating decisions is net income or loss as reported on the condensed consolidated statements of operations and comprehensive loss. The Company’s condensed consolidated net income or loss is used by the CODM to identify underlying trends in the performance of the business and compare the Company’s financial performance against competitors.

Significant expense categories reviewed by the CODM include cost of revenue, research and development and selling, general and administrative expenses. Other segment items consist of the remaining income and expense items presented in the condensed consolidated statement of operations and comprehensive loss. Total assets reviewed by the CODM are those presented on the condensed consolidated balance sheets and purchases of property and equipment reviewed by the CODM are those reported on the condensed consolidated statements of cash flows.

Refer to Note 1 –

Summary of Operations and Significant Accounting Policies

for information regarding significant customer concentrations and Note 2 –

Revenue Recognition

for revenue by geographic area.

17. Subsequent Events

The Company has evaluated subsequent events through the date the condensed consolidated financial statements were issued for

disclosure

or recognition within these financial statements and no items requiring disclosures were identified except for the events identified below.

Lease Amendment

In April 2026, the Company executed an amendment to its operating lease for its Louisville, Colorado facility. The amendment increases the leased premises by approximately 68,000 square feet and extends the lease expiration date from March 31, 2030 to August 31, 2037.

Incremental lease payments associated with the amendment total approximately $25

million over the extended term. The Company is currently evaluating the impact of the amendment on the condensed consolidated financial statements.

As this amendment occurred after March 31, 2026, the Company has not recorded any related

right-of-use

assets or lease liabilities in the accompanying condensed consolidated financial statements.

Earnout Trigger for Founder Shares

In April 2026, the market-based vesting condition associated with 1,500,000 unvested Founder Shares was satisfied, as the volume weighted average price of the Company’s Common Stock met or exceeded $12.00 per share for the requisite trading period. Accordingly, these Founder Shares vested in full subsequent to period end.

Upon vesting, the Founder Shares are no longer subject to forfeiture and are considered outstanding for purposes of calculating loss per share.