Skip to main content

PANTAGES CAPITAL ACQUSITION Corp

For the period ended Sep 30, 2025. Filed Nov 10, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 10, 2025

PGAC$10.83+0.1%Stored close · as of Nov 5, 2026
See the whole filing, with its images and exhibits

Cover page

Show cover page

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30,2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________to __________

Commission File Number 001-42425

PANTAGES CAPITAL ACQUISITION CORPORATION

(Exact name of registrant as specified in its charter)

Cayman IslandsN/A
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)

221 W 9th St, #859

Wilmington, Delaware 19801

(Address of principal executive offices and zip code)

302-235-3848

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Units, consisting of one Class A ordinary share, $0.0001 par value, and one Right to acquire one-fifth of one Class A ordinary sharePGACUThe Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per sharePGACThe Nasdaq Stock Market LLC
Rights, each whole right to acquire one-fifth of one Class A ordinary sharePGACRThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐No ☒

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☒
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.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☒ No ☐

As of November 10, 2025, there were 8,869,250 of the registrant’s Class A ordinary shares, par value $0.0001 per share, and 2,156,250 of the registrant’s Class B ordinary shares, par value $0.0001 per share, issued and outstanding.

Pantages Capital Acquisi tion Corporation

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION1
Item 1. FINANCIAL STATEMENTS (UNAUDITED)1
Balance Sheets as of September 30, 2025 and December 31, 2024 (Unaudited)1
Statements of Operations for the Three and Nine Months ended September 30, 2025, for the Three Months ended September 30, 2024, and for the Period from May 31, 2024 (Inception) through September 30, 2024 (Unaudited)2
Statements of Changes in Shareholders’ Deficit for the Three and Nine Months ended September 30, 2025, for the Three Months ended September 30, 2024, and for the Period from May 31,2024 (Inception) through September 30, 2024 (Unaudited)3
Statements of Cash Flows for the Nine Months ended September 30, 2025 and for the Period from May 31, 2024 (Inception) through September 30, 2024 (Unaudited)4
Notes to Unaudited Financial Statements5
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS15
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK18
Item 4. CONTROLS AND PROCEDURES19
PART II – OTHER INFORMATION20
Item 1. LEGAL PROCEEDINGS20
Item 1A. RISK FACTORS20
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS FROM REGISTERED SECURITIES20
Item 3. DEFAULTS UPON SENIOR SECURITIES20
Item 4. MINE SAFETY DISCLOSURES20
Item 5. OTHER INFORMATION20
Item 6. EXHIBITS21
SIGNATURES22

i

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.