NewHold Investment Corp III-A 2026年季度报告

FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2026 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-42541 NEWHOLD INVESTMENT CORP III(Exact name of registrant as specified in its charter) Registrant’s telephone number, including area code: (212) 653-0153 Not applicable(Former name or former address, 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 Date File required to be submitted andpursuant 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 definitions of “large accelerated filer”, “accelerated filer,” “smaller reportingcompany” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one): 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 August 10, 2026, there were 20,905,100 shares of NewHold’s Class A ordinary shares and 6,707,663 shares of NewHold’s ClassB ordinary shares issued and outstanding. NEWHOLD INVESTMENT CORP III Table of Contents PagePART I - FINANCIAL INFORMATION1Item 1.Interim Financial Statements1Condensed Balance Sheets as of June 30, 2026 (Unaudited) and December 31, 20251Condensed Statements of Operations for the three and six months ended June 30, 2026 and 2025 (Unaudited)2Condensed Statements of Changes in Shareholders’ Deficit for three and six months ended June 30, 2026 and2025 (Unaudited)3Condensed Statements of Cash Flows for the six months ended June 30, 2026 and2025 (Unaudited)5Notes to Condensed Financial Statements (Unaudited)6Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations25Item 3.Quantitative and Qualitative Disclosures About Market Risk31Item 4.Controls and Procedures31PART II - OTHER INFORMATION32Item 1.Legal Proceedings32Item 1A.Risk Factors32Item 1B.Unresolved Staff Comments33Item 1C.Cybersecurity33Item 2.Unregistered Sales of Equity Securities and Use of Proceeds33Item 3.Defaults Upon Senior Securities33Item 4.Mine Safety Disclosures33Item 5.Other Information33Item 6.Exhibits34Signature35i LIABILITIES, CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTIONAND SHAREHOLDERS’ DEFICITCurrent liabilities: NEWHOLD INVESTMENT CORP IIICONDENSED STATEMENTS OF OPERATIONS(unaudited) NEWHOLD INVESTMENT CORP IIICONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT(unaudited) NEWHOLD INVESTMENT CORP IIICONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT(unaudited) NEWHOLD INVESTMENT CORP IIICONDENSED STATEMENTS OF CASH FLOWS(unaudited) NEWHOLD INVESTMENT CORP IIINOTES TO CONDENSED FINANCIAL STATEMENTSJUNE 30, 2026(unaudited) Note 1 — Description of Organization and Business Operations Organization and General NewHold Investment Corp III (“NewHold”) is a blank check company incorporated as a Cayman Islands exempted corporation onAugust 13, 2024. NewHold was incorporated for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition,share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). As of June 30, 2026, NewHold had not commenced any operations. All activity for the period from August 13, 2024 (inception)through June 30, 2026 relates to NewHold’s formation and the Public Offering (as defined below) and, subsequent to the Offering,identifying and completing a suitable Business Combination. NewHold will not generate any operating revenues until after thecompletion of its initial Business Combination, at the earliest. NewHold generates non-operating income in the form of interestincome on investments from the proceeds derived from the Public Offering (as defined below). NewHold has selected December 31 asits fiscal year end. All dollar amounts are rounded t