1RT Acquisition Corp-A 2026年季度报告

FORM 10-Q (Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-42731 1RT ACQUISITION CORP.(Exact name of registrant as specified in its charter) (Registrant’s telephone number, including area code) Not Applicable(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: 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 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 definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large accelerated filerNon-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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☒No☐ As of May 14, 2026, there were 17,250,000 Class A Ordinary Shares, par value $0.0001 per share and 4,312,500 Class B OrdinaryShares, par value $0.0001 per share, of the registrant issued and outstanding. 1RT ACQUISITION CORP. FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2026 TABLE OF CONTENTS PagePART I – FINANCIAL INFORMATION1Item 1.Interim Financial Statements.1Condensed Balance Sheets as of March 31, 2026 (Unaudited) and December 31, 20251Condensed Statements of Operations for the Three Months Ended March 31, 2026 and 2025 (Unaudited)2Condensed Statements of Changes in Shareholders’ Deficit for the Three Months Ended March 31, 2026 and2025 (Unaudited)3Condensed Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025 (Unaudited)4Notes to Condensed Financial Statements (Unaudited)5Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations.19Item 3.Quantitative and Qualitative Disclosures About Market Risk.22Item 4.Controls and Procedures.22PART II – OTHER INFORMATION23Item 1.Legal Proceedings.23Item 1A.Risk Factors.23Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.23Item 3.Defaults Upon Senior Securities.23Item 4.Mine Safety Disclosures.23Item 5.Other Information.23Item 6.Exhibits.24SIGNATURES25 PART I - FINANCIAL INFORMATION 1RT ACQUISITION CORP.CONDENSED STATEMENTS OF OPERATIONS(UNAUDITED) 1RT ACQUISITION CORP.CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT(UNAUDITED) FOR THE THREE MONTHS ENDED MARCH 31, 2026 1RT ACQUISITION CORP.CONDENSED STATEMENTS OF CASH FLOWS(UNAUDITED) Net income (loss)$1,373,848$(31,000)Adjustment to reconcile net income (loss) to net cash used in operating activities:Payment of expenses through promissory note–related party—5,000Interest earned on marketable securities held in Trust Account(1,546,358)—Changes in operating assets and liabilities:Prepaid expenses(59,075)—Long-term prepaid insurance21,398—Accrued expenses22,42926,000Net cash used in operating activities(187,758)— 1RT ACQUISITION CORP.NOTES TO CONDENSED FINANCIAL STATEMENTSMARCH 31, 2026(UNAUDITED) NOTE1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS 1RT Acquisition Corp. (the “Company”) is a blank check company incorporated as a Cayman Islands exempted corporation onDecember 13, 2024. The Company was incorporated for the purpose of effecting a merger, amalgamation, share exchange, assetacquisition,share purchase,reorganization or similar business combination with one or more businesses(the“BusinessCombination”). As of March 31, 2026, the Company has not commenced any operations. All activity for the period from December 13, 2024(inception) through March 31, 2026 relates to the Company’s formation, the Initial Public Offering (as defined below), and subsequentto the Initial Public Offering, identifying a target company for a Business Combination. The Company will not generate any operatingrevenues until after the completion of its initial Business