Quetta Acquisition Corp Terminates Material Definitive Agreement

Quetta Acquisition Corp reported the termination of a material definitive agreement on May 8, 2026.

The SEC Form 8-K, filed with the commission the same day and carrying accession number 0001829126-26-004794, lists Item 1.02 (Termination of a material definitive agreement) and Item 8.01 (Other events). The filing constitutes the official record of the action for the blank-check company with CIK 0001978528.

Quetta Acquisition Corp previously entered the material definitive agreement under Item 1.01. That contract, whose counterparty, exact type and dollar size are detailed in the earlier filing, imposed binding obligations on the SPAC. The May 8 termination ends those obligations in full. No new effective date is required because the filing itself records the termination as having occurred.

The change shifts Quetta Acquisition Corp from a state in which it maintained the contractual relationship and any associated funding, partnership or financing commitments to a state with no further performance required under that agreement. The company must now evaluate its remaining cash position, any surviving covenants and its ability to pursue alternative business combinations or extensions within the standard SPAC timelines set by SEC rules and its governing documents.

Downstream, the termination triggers the need for any follow-on disclosures if the agreement involved material financing or a prospective target. Quetta Acquisition Corp must also track the 15-day deadline for any amendments or exhibits required under SEC rules.

If the SPAC was relying on proceeds or guarantees tied to the terminated agreement, it must secure replacement capital or amend its trust-account withdrawal conditions before any business-combination vote. Market participants tracking the company’s units, warrants and common shares will receive updated risk factors in the next periodic report reflecting the removal of the prior contractual counterparty.

This filing marks the first public disclosure of a material agreement termination by Quetta Acquisition Corp since its initial SEC registration. SPACs routinely file Item 1.01 entry notices when signing letters of intent or merger agreements and Item 1.02 notices upon termination or expiration; the May 8 document follows that standard sequence without reference to any specific target or dollar threshold in the current release.