Infleqtion Inc美股招股说明书(2026-06-08版)

and Up to 121,829,432 Shares of Common Stock and Up to 75,000 Private WarrantsOffered by the Selling Securityholders This prospectus supplement supplements the prospectus dated April9, 2026 (as supplemented, the “Prospectus”), which forms a part of ourregistration statement on FormS-1(No.333-294802).This prospectus supplement is being filed to update and supplement the information in theProspectus solely for the purpose of including Selling Securityholders (as defined below) who have acquired shares of our Common Stock (as definedbelow) from certain existing selling securityholders previously named in the Prospectus. The Prospectus and this prospectus supplement relate to the issuance by us of an aggregate of up to 10,425,000 shares of our common stock,$0.0001 par value per share (the “Common Stock”), which consists of (i)up to 75,000 shares of Common Stock that are issuable upon the exercise ofwarrants (the “Private Warrants”) originally issued in a private placement to Churchill Sponsor X, LLC (the “Sponsor”) in connection with the initialpublic offering of Churchill Capital Corp X (“CCX”) and (ii)up to 10,350,000 shares of Common Stock that are issuable upon the exercise of10,350,000 warrants (the “Public Warrants” and with the Private Warrants, the “Warrants”) originally issued in the initial public offering of CCX. Wewill receive the proceeds from any exercise of any Warrants for cash. The Prospectus and this prospectus supplement also relate to the offer and sale from time to time by the selling securityholders named in theProspectus or their permitted transferees (the “Selling Securityholders”) of (i)up to 121,829,432 shares of Common Stock issued in connection withthe Business Combination (as defined below), consisting of (a)up to 12,654,760 shares of Common Stock issued in connection with private placementspursuant to subscription agreements entered into on September8, 2025 (the “PIPE Shares”), (b) up to 10,350,000 shares of Common Stock originallyissued to the Sponsor (the “Founder Shares”), including 1,500,000 Founder Shares that were unvested as of the Closing (as defined below) and willre-vest upon the occurrence of the Triggering Event (as defined in the Sponsor Agreement), (c) up to 300,000 shares of Common Stock originally issuedto the Sponsor in a private placement (the “CCX Private Placement Shares”) in connection with the initial public offering of CCX, (d)up to98,449,672 shares of Common Stock issued to former securityholders of ColdQuanta, Inc. (d/b/a Infleqtion) (the “Legacy Infleqtion Holders”) inconnection with the Business Combination registrable pursuant to that certain Amended and Restated Registration Rights Agreement, dated as ofSeptember8, 2025, between us and the Selling Securityholders granting such holders registration rights with respect to such shares, and (e)up to 75,000shares of Common Stock issuable upon the exercise of the Private Warrants, and (ii)up to 75,000 Private Warrants. We will not receive any proceeds from the sale of shares of Common Stock or Warrants by the Selling Securityholders pursuant to the Prospectus.We will receive proceeds from the exercise of the Warrants for cash, but not from the sale of the shares of Common Stock issuable upon such exercise. We are registering the securities for resale pursuant to the Selling Securityholders’ registration rights under certain agreements between us and theSelling Securityholders. Our registration of the securities covered by the Prospectus does not mean that the Selling Securityholders will offer or sell anyof the shares of Common Stock or Warrants. The Selling Securityholders may offer, sell or distribute all or a portion of the securities hereby registeredpublicly or through private transactions at prevailing market prices or at negotiated prices. We will bear all costs, expenses and fees in connection withthe registration of these securities, including with regard to compliance with state securities or “blue sky” laws. The Selling Securityholders will bear allcommissions and discounts, if any, attributable to their sale of shares of Common Stock or Warrants. See the section titled “Plan of Distribution” in theProspectus. We are an “emerging growth company” as defined under U.S. federal securities laws and, as such, have elected to comply with reduced publiccompany reporting requirements. The Prospectus complies with the requirements that apply to an issuer that is an emerging growth company. Our Common Stock and Public Warrants are listed on The New York Stock Exchange (the “NYSE”) under the symbols “INFQ” and “INFQ WS,”respectively. On June4, 2026, the last reported sales price of our Common Stock on NYSE was $16.95 per share, and the last reported sales price of ourPublic Warrants on NYSE was $8.88 per warrant. This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered orutilized except in combination with, the Prospe