Inflection Point Acquisition Corp III-A 2025年度报告

FORM 10-K (Mark One)☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 OR For the transition period from__________ to __________ Commission file number: 001-42614 Inflection Point Acquisition Corp. III(Exact name of registrant as specified in its charter) 167 Madison Avenue, Ste. 205 #1017New York, New York 10016(Address of principal executiveoffices and zip code) Registrant’s telephone number, including area code: (212) 295-5830 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange 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 submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit and post such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See the definition of “large accelerated filer,” “accelerated filer,” “smallerreporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying 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 has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☒No☐ The aggregate market value of the registrant’s ordinary shares outstanding at June 30, 2025, other than shares held by persons whomay be deemed affiliates of the registrant, computed by reference to the closing price for the ordinary shares on such date, as reportedon The Nasdaq Stock Market LLC, was $260,252,600. As of March 27, 2026, there were 26,040,000 Class A Ordinary Shares, par value $0.0001, issued and outstanding, and 8,433,333Class B Ordinary Shares, $0.0001 par value, issued and outstanding. TABLE OF CONTENTS Cautionary Note Regarding Forward-Looking StatementsiiPART I1Item1.Business1Item1A.Risk Factors10Item1B.Unresolved Staff Comments53Item2.Properties53Item3.Legal Proceedings53Item4.Mine Safety Disclosures53PART II54Item5.Market for Registrant’s Shareholders’ Equity, Related Shareholder Matters and Issuer Purchases of EquitySecurities54Item6.[Reserved]54Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations55Item7A.Quantitative and Qualitative Disclosures about Market Risk62Item8.Financial Statements and Supplementary Data62Item9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure62Item9A.Controls and Procedures62Item9B.Other Information63Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections63PART III64Item10.Directors, Executive Officers and Corporate Governance64Item11.Executive Compensation71Item12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters72Item13.Certain Relationships and Related Transactions, and Director Independence73Item14.Principal Accounting Fees and Services76PART IV77Item15.Exhibits, Financial Statement Schedules77i CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Some of the statements contained in this Annual Report on Form 10-K (this “Form 10-K”)