UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 8.01. Other Events.
As previously reported, on May 4, 2026, Quantum Leap Acquisition Corp (the “Company”) consummated its initial public offering (“IPO”) of 20,000,000 units (the “Units”) at a price of $10.00 per Unit. Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (the “Class A Ordinary Shares”), and one redeemable warrant (each, a “Warrant”). In connection with the IPO, the Company granted the underwriter a 45-day option to purchase up to an additional 3,000,000 Units at the initial public offering price to cover over-allotments, if any.
As previously reported, on May 8, 2026, the underwriter notified the Company of its partial exercise of the over-allotment option to purchase an additional 917,392 Units, which closed on May 12, 2026.
On June 18, 2026, the underwriter notified the Company of its exercise of the remaining portion of the over-allotment option to purchase an additional 2,082,608 Units at $10.00 per Unit, generating additional gross proceeds to the Company of $20,826,080. The exercise of the remaining over-allotment option closed on June 22, 2026, and, as a result, the underwriter has exercised its over-allotment option in full for an aggregate of 3,000,000 Units.
Simultaneously with the closing of the remaining exercise of the over-allotment option which closed on June 22, 2026, and pursuant to that certain Private Placement Units Purchase Agreement, dated as of May 4, 2026, by and between the Company and Paddington Partners 88 LLC (the “Sponsor”), the Sponsor agreed to purchase an additional 43,946 private placement units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, for an aggregate purchase price of $439,460. The Private Placement Units (and underlying securities) are identical to the Units sold in the IPO, except as otherwise disclosed in the Registration Statement. No underwriting discounts or commissions were paid with respect to the sale of the Private Placement Units. The issuance of the Private Placement Units was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.
Following the closing of the remaining exercise of the over-allotment option, as is more particularly described in the audited balance sheet, an aggregate of $233,146,313 is held in the Company’s U.S.-based trust account maintained by Continental Stock Transfer & Trust Company, acting as trustee.
On June 23, 2026, the Class A Ordinary Shares and Warrants comprising the Units commenced separate trading on the New York Stock Exchange under the symbols “QLEP” and “QLEP WS,” respectively. At such time, holders ceased to hold Units, the Units ceased to trade, and the Units are no longer listed on the New York Stock Exchange.
An audited balance sheet as of June 22, 2026 reflecting the receipt of the proceeds from the IPO, the Private Placement and the exercise of the over-allotment option has been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Audited Balance Sheet as of June 22, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| QUANTUM LEAP ACQUISITION CORP | |||
| By: | /s/ Kervin Pillay | ||
| Name: | Kervin Pillay | ||
| Title: | Chief Executive Officer | ||
| Dated: July 8, 2026 | |||
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