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Ribbon Acquisition Corp.

For the period ended Jun 30, 2026. Filed Aug 14, 2026.

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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.

Jun 30, 2026 · Filed Aug 14, 2026

RIBB$8.00+6.5%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(MARK ONE)

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

For the quarter ended June 30,2026

☐ 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:001-42474

Ribbon 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 No.)

Central Park Tower LaTour Shinjuku Room 3001

6-15-1 Nishi Shinjuku, Shinjuku-ku Tokyo 160-0023

Japan

(Address of principal executive offices)

Tel:+81 9085083462

(Issuer’s telephone number)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 (§232.405 of this chapter) during the preceding 12 months (or for 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 ☐

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Units, each consisting of one Class A Ordinary Share, par value $0.0001 per share and one RightRIBBUThe Nasdaq Stock Market LLC
Class A Ordinary Shares, par value $0.0001 per shareRIBBThe Nasdaq Stock Market LLC
Rights, each entitling the holder to receive one-seventh (1/7) of one Class A Ordinary ShareRIBBRThe Nasdaq Stock Market LLC

As of August 14, 2026, there were 5,013,446 ordinary shares, par value $0.0001 per share, issued and outstanding.

Ribbon Acquisition Corporation

FORM 10-Q FOR QUARTER ENDED JUNE 30, 2026

TABLE OF CONTENTS

Page
PART I – FINANCIAL INFORMATION1
Item 1.Financial Statements1
Condensed Balance Sheet as of June 30, 2026 (Unaudited) and December 31, 20251
Unaudited Condensed Statement of Operations for the Three Months and Six Months Ended June 30, 2026 (Unaudited)2
Unaudited Condensed Statement of Changes in Shareholders’ Equity for the Three Months and Six Months Ended June 30, 2026 (Unaudited)3
Unaudited Condensed Statement of Cash Flows for the Three Months and Six Months Ended June 30, 20264
Notes to Unaudited Condensed Financial Statements5
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations21
Item 3.Quantitative and Qualitative Disclosures About Market Risk26
Item 4.Controls and Procedures26
PART II – OTHER INFORMATION27
Item 1.Legal Proceedings27
Item 1A.Risk Factors27
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds27
Item 3.Defaults Upon Senior Securities27
Item 4.Mine Safety Disclosures27
Item 5.Other Information27
Item 6.Exhibits28
SIGNATURES29

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