Abony Acquisition Corp. I 10-K

Item 9A. Controls And Procedures Evaluation of Disclosure Controls and Procedures Disclosure controls are procedures that are designed with the objective of ensuring that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized, and reported within the time period specified in the SEC’s rules and forms. Disclosure controls are also designed with the objective of ensuring that such information is accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. As required by Rules 13a-15 and 15d-15 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2025. Based upon their evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) were effective, Accordingly, management believes that the financial statements included in this Annual Report present fairly in all material respects our financial position, results of operations and cash flows for the period presented. Management’s Report on Internal Controls Over Financial Reporting This Report on Form 10-K does not include a report of management’s assessment regarding internal control over financial reporting or an attestation report of our independent registered public accounting firm due to a transition period established by rule of the SEC for newly public companies. Changes in Internal Control over Financial Reporting There were no changes in our internal control over financial reporting during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Item 9B. Other Information None . Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections Not applicable. 68 Part III Item 10. Directors, Executive Officers And Corporate Governance Directors and Executive Officers Our current directors and executive officers are as follows: Name Age Title Lorne Abony 56 Chief Executive Officer and Director Leo Kofman 43 Chief Financial Officer and Chief Operating Officer Eric Ludwig 56 Director Jacob Silverstein 40 Director Allan Cole 58 Director Lorne Abony has served as our Chief Executive Officer and on our board of directors since inception. Mr. Abony is an experienced entrepreneur, board member and investor across the defense, technology, advanced computing, software, media, sports, e-commerce and wellness sectors. Since 2023, Mr. Abony has served as a managing partner of Texas Venture Partners, a venture capital firm focused on investing in innovative startups in the defense technology sector. Since June 2025, he has served as the Chairman of the M&A Committee of the Board of Einride AB, a Swedish technology company that develops and operates digital, electric and autonomous freight solutions. In November 2025, Einride AB and Legato Merger Corp. III, a special purpose acquisition company, announced that they entered into a definitive business combination agreement for a proposed business combination that would result in Einride AB becoming an NYSE-listed public company. Since March 2025, Mr. Abony has served as the Chairman of the M&A Committee of the Board of SEEQC, Inc., a technology company that designs and manufactures next-generation quantum control systems. Since 2019, Mr. Abony has served as the Chairman of the Board of Callers.ai, a leading voice and chat intelligence platform for high-volume B2C brands that powers millions of customer conversations daily and is trusted by enterprises in finance, mobility, gaming, and telecom. From 2019 to 2021, Mr. Abony served as the Chairman of the Board of EMMAC Life Sciences Group, the European leader in the production and supply of medical cannabis, hemp and other derivative products, until its acquisition by Curaleaf Holdings, Inc. Mr. Abony founded Nuuvera Inc., a Canadian health and wellness company that was listed on the TSX Venture Exchange, in 2017 and served as its Chief Executive Officer until its acquisition by Aphria Inc. in 2018. From 2013 to 2016, Mr. Abony served as Lead Director, Chairman of the Compensation Committee and Chairman of the Strategy Committee of Glu Mobile Inc., a developer and publisher of mobile games that was listed on the Nasdaq before it was acquired by Electronic Arts Inc. in 2021. In 2005, Mr. Abony founded Mood Media Corporation and served as President, Chief Executive Officer and Chairman until 2013. During the course of Mr. Abony’s tenure, Mood Media Corporation achieved a TSX listing and became the world’s largest in-store media company with more than 3,300 employees, offices in 47 countries and over $750 million in annual revenue. From 2001 to 2007, Mr. Abony co-founded FUN Technologies Inc., an online game company based in Toronto, and served as Chairman and Chief Executive Officer. During the course of his tenure, FUN Technologies grew to become the world’s largest provider of online casual games and fantasy sports with over 35 million registered customers. In 1998, Mr. Abony founded online pet-supply business Paw.net in San Francisco, which was renamed Petopia.com and grew to 200 full-time employees within two years and raised over $114 million in financing. Petopia.com was sold to Petco in 2001. Mr. Abony received his Bachelor of Arts in Philosophy from McGill University and his Juris Doctor in Law from the University of Detroit as well as his Bachelor of Laws from the International Center at the University of Windsor. Mr. Abony received his Master of Business Administration from Columbia Business School. Leo Kofman has served as our Chief Financial Officer and Chief Operating Officer since inception. Mr. Kofman has over fifteen years of investment banking experience, including public and private financings, mergers & acquisitions, and other capital markets transactions across various sectors. From 2021 to 2025, Mr. Kofman served as a Senior Vice President in the Equity Capital Markets Group at Jefferies LLC, focusing on special purpose acquisition companies, private investments in public equity and growth equity private placements. Prior to joining Jefferies, Mr. Kofman held roles in the investment banking divisions of RBC Capital Markets LLC (from 2017 to 2021), Credit Suisse Securities (USA) LLC (from 2007 to 2015) and Morgan Joseph & Co. Inc. (from 2004 to 2007). During this career, Mr. Kofman has advised on over $10 billion in capital raises in public and private equity and credit markets, including over $1.5 billion in private investment in public equity capital raises in support of special purpose acquisition company business combinations. Mr. Kofman received his Bachelor of Science in Economics from The Wharton School, the University of Pennsylvania, and is a Chartered Financial Analyst. 69 Eric Ludwig has served on our board of directors since inception. Mr. Ludwig is an experienced investor and corporate advisor with over thirty years of experience in technology, digital media and entertainment, gaming, and enterprise software sectors. Since August, 2025, Mr. Ludwig has been a seed investor and advisor to Melony.ai, a visual-file management platform built specifically for creatives. From June 2025 to December 2025, Mr. Ludwig served as a special advisor to the Chief Executive Officer of Einride AB in support of its special purpose acquisition company initial public offering. Mr. Ludwig co-founded Red Elk Studios Private Limited in 2024 and serves as its Chief Business Officer. Mr. Ludwig was a seed investor in, and since 2022 served as advisor to, First Time Media, a seed investor in, and since 2022 served as a director for, Callers.ai, a Series C investor, and since 2021 served as the Chief Financial Officer (on a part time basis) of, Afero, and a seed investor in, and since 2015 served as an advisor to, Bonsai, recently sold to Zoom Communications. Mr. Ludwig served as Chief Financial Officer (on a part time basis) of KeyCast.ai from 2023 to 2024, as Lead Director of Together Labs from 2022 to 2023, and as an advisor to Einride from 2021 to 2023 Mr. Ludwig previously served as an advisor to Xamarin, which was sold to Microsoft for $425 million, and participated as a sponsor investor in special purpose acquisition companies resulting in business combinations with Rush Street Interactive, Inc., Genius Sports Group Limited and IonQ, Inc. From 2005 to 2021, he held senior operating and financial leadership roles at Glu Mobile Inc., including Executive Vice President, Chief Operating Officer and Chief Financial Officer, including leading a sale to Electronic Arts for $2.4 billion in 2021. From 1996 to 2004, Mr. Ludwig served as Chief Financial Officer, Vice President Finance and Corporate Secretary of Instill Corporation. Mr. Ludwig received his Bachelor of Science in Commerce from Santa Clara University and is a Certified Public Accountant in the State of California (status inactive). Jacob Silverstein has served on our board of directors since inception. Mr. Silverstein is an experienced investor and an accomplished sports team owner in multiple leagues around the world. Mr. Silverstein is a co-owner of DC United (Major League Soccer) since 2021 and the Brisbane Bullets (Australian National Basketball League) since 2021. Since 2015, Mr. Silverstein has served as member of the Board of Governors of Major League Soccer, and he previously served on its Business Ventures Committee. Mr. Silverstein is the Chairman and Chief Executive Officer of Stormlight Ventures, his family office and private investment platform. He is a co-founder and the Chairman of Enfield Investment Partners, a global sports assets fund launched with an anchor strategic partnership from SURJ Sports Investments, the sports investment arm of Public Investment Fund, the Kingdom of Saudi Arabia’s Sovereign Fund. Enfield Investment Partners invests in teams, clubs, leagues and sports-driven real estate opportunities throughout the world with a focus on North America and Saudi Arabia. In 2024, Mr. Silverstein was appointed to serve as a director of Al-Ahli FC (Saudi Pro League). Mr. Silverstein was co-owner of, and Alternate Governor for, Houston Dynamo FC (Major League Soccer) from 2015 to 2021, the Houston Dash (National Women’s Soccer League) from 2015 to 2021, and the co-owner and Director of Swansea City AFC (English Football League Championship) from 2020 to 2024. Mr. Silverstein is an investor in, and senior advisor to, Devoted Health beginning in 2018. Mr. Silverstein is a Vision Circle member of the X-Prize Foundation, and he leads the WJ Silverstein Family Trust’s efforts to make soccer more accessible to children of all backgrounds by building dozens of mini soccer pitches in underfunded urban areas in partnership with the U.S. Soccer Foundation. Mr. Silverstein earned his Bachelor of Arts in Pure Mathematics from the New College of Florida and his Master of Business Administration from the University of Michigan. Allan Cole has served on our board of directors since inception. Dr. Cole has more than twenty years of experience in higher education and social work. Dr. Cole has served as Dean of the School of Social Work at The University of Texas at Austin since 2022, the Bert Kruger Smith Centennial Professor in Social Work since 2022, and the Robert Lee Sutherland Chair in Mental Health and Social Policy since 2025. He has served in leadership at Dell Medical School, as Deputy for Health Humanities and Technology since 2024, and as Professor of Psychiatry and Behavioral Sciences since 2025. In 2023, Dr. Cole created the Moritz Center for Societal Impact to align interdisciplinary efforts in research and scholarship, curriculum and instruction, and community partnerships to solve critical social problems and change lives. As a scholar, he is a nationally recognized authority on chronic illness, health humanities, bereavement, and spirituality and religion in social work. Dr. Cole is the author or editor of fifteen books, and his latest works include: Jumping to the Skies: Additional Lessons from Parkinson’s Disease (Cascade, 2023); Riding the Wave: Poems (Resource Publications, 2023); In the Care of Plenty: Poems (Resource Publications, 2021); Discerning the Way: Lessons from Parkinson’s Disease (Cascade, 2021), and Counseling Persons with Parkinson’s Disease (Oxford University Press, 2021). He is also the author of dozens of chapters, articles and reviews in volumes and journals related to social work, counseling and the psychology of religion. Since 2018, Dr. Cole has served on the editorial board of the Journal of Spirituality and Religion in Social Work: Social Thought (Taylor & Francis) and Pastoral Psychology (Springer) since 2005. Dr. Cole received his Bachelor of Arts from Davidson College, his Master of Divinity in Theology from Princeton Theological Seminary, and his Master of Science in Social Work from Columbia University. Dr. Cole received his Doctor of Philosophy in the Psychology of Religion from the Princeton Theological Seminary. 70 Director Independence Nasdaq listing standards require that a majority of our board of directors be independent within one year of our initial public offering. An “independent director” is defined generally as a person other than an officer or employee of the company or its subsidiaries or any other individual having a relationship which in the opinion of the company's board of directors, would interfere with the director's exercise of independent judgment in carrying out the responsibilities of a director. Our board of directors has determined that Eric Ludwig, Jacob Silverstein and Allan Cole are “independent directors” as defined in the Nasdaq listing standards and applicable SEC rules. Our independent directors will have regularly scheduled meetings at which only independent directors are present. Audit Committee We have established an audit committee of the board of directors. Eric Ludwig, Allan Cole, and Jacob Silverstein serve as members of our audit committee, with Eric Ludwig serving as the chairman of the audit committee. Under the Nasdaq listing standards and applicable SEC rules, we are required to have at least three members of the audit committee, all of whom must be independent. However, a minority of the members of the audit committee may be exempt from the heightened audit committee independence standards for one year from the date of effectiveness of the registration statement relating to our initial public offering. Eric Ludwig, Allan Cole, and Jacob Silverstein meet the independent director standard under Nasdaq listing standards and under Rule 10-A-3(b)(1) of the Exchange Act. As allowed under the applicable rules and regulations of the SEC and Nasdaq, we are phasing in compliance with the audit committee composition requirements prior to the end of the one-year transition period. Each member of the audit committee is financially literate, and our board of directors has determined that Eric Ludwig qualifies as an “audit committee financial expert” as defined in applicable SEC rules. We have adopted an audit committee charter, which details the principal functions of the audit committee, including: ● the appointment, compensation, retention, replacement, and oversight of the work of the independent auditors and any other independent registered public accounting firm engaged by us; ● pre-approving all audit and permitted non-audit services to be provided by the independent auditors or any other registered public accounting firm engaged by us, and establishing pre-approval policies and procedures; ● reviewing and discussing with the independent auditors all relationships the auditors have with us in order to evaluate their continued independence; ● setting clear hiring policies for employees or former employees of the independent auditors; ● setting clear policies for audit partner rotation in compliance with applicable laws and regulations; ● obtaining and reviewing a report, at least annually, from the independent auditors describing (i) the independent auditor’s internal quality-control procedures and (ii) any material issues raised by the most recent internal quality-control review, or peer review, of the audit firm, or by any inquiry or investigation by governmental or professional authorities within the preceding five years respecting one or more independent audits carried out by the firm and any steps taken to deal with such issues; ● reviewing and approving any related party transaction required to be disclosed pursuant to Item 404 of Regulation S-K promulgated by the SEC prior to us entering into such transaction; and ● reviewing with management, the independent auditors, and our legal advisors, as appropriate, any legal, regulatory or compliance matters, including any correspondence with regulators or government agencies and any employee complaints or published reports that raise material issues regarding our financial statements or accounting policies and any significant changes in accounting standards or rules promulgated by the Financial Accounting Standards Board, the SEC or other regulatory authorities. 71 Compensation Committee We have established a compensation committee of the board of directors. Eric Ludwig, Allan Cole, and Jacob Silverstein serve as members of our compensation committee, with Eric Ludwig serving as the chairman of the compensation committee. Under the Nasdaq listing standards and applicable SEC rules, we are required to have at least two members of the compensation committee, all of whom must be independent, subject to certain phase-in provisions. Each such person meets the independent director standard under Nasdaq listing standards applicable to members of the compensation committee. We have adopted a compensation committee charter, which detail the principal functions of the compensation committee, including: ● reviewing and approving on an annual basis the corporate goals and objectives relevant to our Chief Executive Officer’s compensation, evaluating our Chief Executive Officer’s performance in light of such goals and objectives and determining and approving the remuneration (if any) of our Chief Executive Officer based on such evaluation; ● reviewing and approving on an annual basis the compensation of all of our other officers; ● reviewing on an annual basis our executive compensation policies and plans; ● implementing and administering our incentive compensation equity-based remuneration plans; ● assisting management in complying with our proxy statement and annual report disclosure requirements; ● approving all special perquisites, special cash payments and other special compensation and benefit arrangements for our officers and employees; ● if required, producing a report on executive compensation to be included in our annual proxy statement; and ● reviewing, evaluating, and recommending changes, if appropriate, to the remuneration for directors. Notwithstanding the foregoing, as indicated above, other than reimbursement of expenses, no compensation of any kind, including finders, consulting or other similar fees, will be paid to any of our existing shareholders, officers, directors or any of their respective affiliates, prior to, or for any services they render in order to complete the consummation of a business combination although we may consider cash or other compensation to officers or advisors we may hire subsequent to the initial public offering to be paid either prior to or in connection with our initial business combination. Accordingly, it is likely that prior to the consummation of an initial business combination, the compensation committee will only be responsible for the review and recommendation of any compensation arrangements to be entered into in connection with such initial business combination. The charter also provides that the compensation committee may, in its sole discretion, retain or obtain the advice of a compensation consultant, legal counsel or other adviser and will be directly responsible for the appointment, compensation and oversight of the work of any such adviser. However, before engaging or receiving advice from a compensation consultant, external legal counsel or any other adviser, the compensation committee will consider the independence of each such adviser, including the factors required by NASDAQ and the SEC. Director Nominations We do not have a standing nominating committee. In accordance with Rule 5605(e)(2) of the Nasdaq Rules, a majority of the independent directors may recommend a director nominee for selection by the board of directors. The board of directors believes that the independent directors can satisfactorily carry out the responsibility of properly selecting or approving director nominees without the formation of a standing nominating committee. The directors who will participate in the consideration and recommendation of director nominees are Eric Ludwig, Allan Cole, and Jacob Silverstein. As there is no standing nominating committee, we do not have a nominating committee charter in place. 72 The board of directors will also consider director candidates recommended for nomination by our shareholders during such times as they are seeking proposed nominees to stand for election at the next annual general meeting of shareholders (or, if applicable, an extraordinary general meeting of shareholders). Our shareholders that wish to nominate a director for election to our board of directors should follow the procedures set forth in our amended and restated memorandum and articles of association. We have not formally established any specific, minimum qualifications that must be met or skills that are necessary for directors to possess. In general, in identifying and evaluating nominees for director, our board of directors considers educational background, diversity of professional experience, knowledge of our business, integrity, professional reputation, independence, wisdom, and the ability to represent the best interests of our shareholders. Prior to our initial business combination, holders of our public shares will not have the right to recommend director candidates for nomination to our board of directors. Code of Ethics We have adopted a Code of Ethics applicable to our directors, officers and employees. Insider Trading Policy We have adopted an insider trading policy governing the purchase, sale, and/or other dispositions of our securities by directors, officers and employees and their respective immediate family members, which are reasonably designed to promote compliance with insider trading laws, rules and regulations, and applicable Nasdaq listing standards. The foregoing description of the Insider Trading Policy does not purport to be complete and is qualified in its entirety by the terms and conditions of the Insider Trading Policy, a copy of which is attached hereto as Exhibit 19 and is incorporated herein by reference. Conflicts of Interest Under Cayman Islands law, directors and officers owe the following fiduciary duties: ● duty to act in good faith in what the director or officer believes to be in the best interests of the company as a whole; ● duty to exercise powers for the purposes for which those powers were conferred and not for a collateral purpose; ● directors should not improperly fetter the exercise of future discretion; ● duty to exercise powers fairly as between different sections of shareholders; ● duty not to put themselves in a position in which there is a conflict between their duty to the company and their personal interests; and ● duty to exercise independent judgment. In addition to the above, directors also owe a duty of care which is not fiduciary in nature. This duty has been defined as a requirement to act as a reasonably diligent person having both the general knowledge, skill and experience that may reasonably be expected of a person carrying out the same functions as are carried out by that director in relation to the company and the general knowledge skill and experience of that director. 73 As set out above, directors have a duty not to put themselves in a position of conflict and this includes a duty not to engage in self-dealing, or to otherwise benefit as a result of their position. However, in some instances what would otherwise be a breach of this duty can be forgiven and/or authorized in advance by the shareholders provided that there is full disclosure by the directors. This can be done by way of permission granted in the memorandum and articles of association or alternatively by shareholder approval at general meetings. Each of our officers and directors presently has, and any of them in the future may have additional, fiduciary, or contractual obligations to other entities, pursuant to which such officer or director is or will be required to present business combination opportunities to such entity. Accordingly, in the future, if any of our officers or directors becomes aware of a business combination opportunity which is suitable for an entity to which he or she has then-current fiduciary or contractual obligations, he or she will honor his or her fiduciary or contractual obligations to present such opportunity to such entity. Our amended and restated memorandum and articles of association will provide that, to the fullest extent permitted by applicable law: (i) no individual serving as a director or an officer shall have any duty, except and to the extent expressly assumed by contract, to refrain from engaging directly or indirectly in the same or similar business activities or lines of business as us; and (ii) we renounce any interest or expectancy in, or in being offered an opportunity to participate in, any potential transaction or matter which may be a corporate opportunity for any director or officer, on the one hand, and us, on the other. Potential investors should also be aware of the following other potential conflicts of interest: ● Members of our management team directly or indirectly own 7,666,667 founder shares and, accordingly may have a conflict of interest in determining whether a particular target business is an appropriate business with which to effectuate our initial business combination. ● The approximately $0.003 per share price that the members of management team paid for the founder shares creates an incentive whereby our officers and directors could potentially make a substantial profit even if the Company selects an acquisition target that subsequently declines in value and is unprofitable for public investors. ● In the event we do not consummate a business combination within the completion window, the founder shares, the warrants, the private placement units, and their underlying securities will expire worthless, which could create an incentive for our officers and directors to complete any transaction, regardless of its ultimate value. ● None of our officers or directors is required to commit his or her full time to our affairs and, accordingly, may have conflicts of interest in allocating his or her time among various business activities. ● In the course of their other business activities, our officers and directors may become aware of investment and business opportunities which may be appropriate for presentation to us as well as the other entities with which they are affiliated. ● Our sponsor has agreed to waive their redemption rights with respect to any founder shares, private shares and any public shares held by them in connection with the consummation of our initial business combination. Additionally, our sponsor has agreed to waive their redemption rights with respect to any founder shares and private shares held by them if we fail to consummate our initial business combination within 24 months from the closing of the initial public offering. If we do not complete our initial business combination within such applicable time period, the funds held in the trust account will be used to fund the redemption of only our public shares, and the private units and underlying securities will not be redeemed. The founder shares will not, subject to certain exceptions, be transferred, assigned, sold or released from escrow until six months after the date of the consummation of our initial business combination, or earlier, if, subsequent to our initial business combination, we consummate a subsequent liquidation, merger, stock exchange or other similar transaction which results in all of our shareholders having the right to exchange their shares for cash, securities or other property. Since members of our management may directly or indirectly own ordinary shares and rights following our initial public offering, our officers and directors may have a conflict of interest in determining whether a particular target business is an appropriate business with which to complete our initial business combination. 74 ● Our officers and directors may have a conflict of interest with respect to evaluating a particular business combination if the retention or resignation of any such officers and directors was included by a target business as a condition to any agreement with respect to our initial business combination. ● Our sponsor, officers or directors, or their respective affiliates, may have a conflict of interest with respect to evaluating a business combination and financing arrangements as we may obtain loans from our sponsor, officers or directors, or their respective affiliates, to finance transaction costs in connection with an intended initial business combination. Up to $1,500,000 of such loans may be convertible into working capital units at a price of $10.00 per unit at the option of the lender. Such working capital units would be identical to the private units sold in the private placement. ● We will reimburse our sponsor or an affiliate thereof in an amount equal to $25,000 per month for the services of Leo Kofman, our Chief Financial Officer and Chief Operating Officer, and for office space and other services made available to us, as described the registration statement relating to our initial public offering. Upon consummation of our initial public offering, we will repay up to $400,000 in loans made to us by our sponsor to cover a portion of the expenses of our initial public offering. Additionally, members of our management team will be entitled to reimbursement for any out-of-pocket expenses related to identifying, investigating and completing an initial business combination. As a result, there may be actual or potential material conflicts of interest between members of our management team, our sponsor and its affiliates on one hand, and purchasers of our Class A ordinary shares. The conflicts described above may not be resolved in our favor. Accordingly, as a result of multiple business affiliations, our directors and officers have similar legal obligations relating to presenting business opportunities meeting the above-listed criteria to multiple entities. Below is a table summarizing the entities to which our directors and officers and certain of our affiliates currently have fiduciary duties or contractual obligations that may present a conflict of interest: Individual Entity Entity’s Business Affiliation Lorne Abony Texas Venture Partners Venture capital firm Managing Partner Einride AB Technology/Freight company Chairman of the M&A Committee of the Board SEEQC Quantum control systems company Chairman of the M&A Committee of the Board Callers.ai AI sales automation Chairman of the Board Leo Kofman None None None Eric Ludwig Melony.ai Technology company Advisor Einride AB Technology/Freight company Special Advisor to Chief Executive Officer Red Elk Studios Private Limited Mobile gaming services Chief Business Officer First Time Media Mobile subscription app Advisor Callers.ai AI sales automation Board Member Afero IoT SaaS platform Part Time Chief Financial Officer Bonsai Freelance labor platform Advisor Jacob Silverstein DC United Professional soccer team (US) Co-Owner Brisbane Bullets Professional basketball team (Australia) Co-Owner Major League Soccer Professional soccer league (US) Board Member Stormlight Ventures Family office Chairman and Chief Executive Officer Enfield Investment Partners Global sports asset fund Co-Founder and Chairman Al-Ahli FC Professional soccer team (Saudi Arabia) Board Member Devoted Health Healthcare Organization Senior Advisor Allan Cole University of Texas at Austin Education Faculty Dell Medical School Education Faculty Moritz Center for Societal Impact Education Faculty Parkinson’s Foundation Philanthropy Board Member 75 Accordingly, as a result of multiple business affiliations, our officers and directors may have similar legal obligations relating to presenting business opportunities meeting the above-listed criteria to multiple entities. Furthermore, our amended and restated memorandum and articles of association will provide that, to the fullest extent permitted by applicable law: (i) no individual serving as a director or an officer shall have any duty, except and to the extent expressly assumed by contract, to refrain from engaging directly or indirectly in the same or similar business activities or lines of business as us; and (ii) we renounce any interest or expectancy in, or in being offered an opportunity to participate in, any potential transaction or matter which may be a corporate opportunity for any director or officer, on the one hand, and us, on the other. We are not prohibited from pursuing an initial business combination with a company that is affiliated with our sponsor or any affiliate of it, subject to certain approvals and consents. In the event that we submit our initial business combination to our shareholders for a vote, our sponsor has agreed to vote any founder shares and private placement shares held by them and any public shares purchased during or after our initial public offering in favor of our initial business combination. Limitation on Liability and Indemnification of Officers and Directors Cayman Islands law does not limit the extent to which a company’s memorandum and articles of association may provide for indemnification of officers and directors, except to the extent any such provision may be held by the Cayman Islands courts to be contrary to public policy, such as to provide indemnification against willful default, willful neglect, civil fraud or the consequences of committing a crime. Our amended and restated memorandum and articles of association provides for indemnification of our officers and directors to the maximum extent permitted by law, including for any liability incurred in their capacities as such, except through their own actual fraud, willful default or willful neglect. We entered into agreements with our directors and officers to provide contractual indemnification in addition to the indemnification provided for in our amended and restated memorandum and articles of association. We expect to purchase a policy of directors’ and officers’ liability insurance that insures our officers and directors against the cost of defense, settlement or payment of a judgment in some circumstances and insures us against our obligations to indemnify our officers and directors. Item 11. Executive Compensation Executive Officers and Director Compensation None of our officers or directors has received any cash compensation for services rendered to us. No compensation of any kind, including finders, consulting or other similar fees, will be paid to any of our existing shareholders, including our directors, or any of their respective affiliates, prior to, or for any services they render in order to effectuate, the consummation of a business combination. However, such individuals will be reimbursed for any out-of-pocket expenses incurred in connection with activities on our behalf such as identifying potential target businesses and performing due diligence on suitable business combinations. There is no limit on the amount of these out-of-pocket expenses and there will be no review of the reasonableness of the expenses by anyone other than our board of directors and audit committee. Clawback Policy We have adopted a compensation recovery policy that is compliant with Nasdaq listing rules as required by the Dodd-Frank Act. 76 Item 12. Security Ownership Of Certain Beneficial Owners And Management And Related Shareholder Matters The following table sets forth information regarding the beneficial ownership of our shares as of the date of this Report: ● each person known by us to be the beneficial owner of more than 5% of the outstanding ordinary shares; ● each of our executive officers and directors that beneficially owns ordinary shares; and ● all our executive officers and directors as a group. Unless otherwise indicated, we believe that all persons named in the table have sole voting and investment power with respect to all shares beneficially owned by them. The following table does not reflect record or beneficial ownership of any shares issuable upon exercise of warrants as these warrants are not exercisable within 60 days of the date of this Annual Report. Class A Shares Class B Shares Beneficial Owner (1) Number of Shares Beneficially Owned (2) Approximate Percentage of Class Number of Shares Beneficially Owned (2) Approximate Percentage of Class Abony Sponsor I, LLC (3)(4) 465,000 2.0 % 7,666,667 100 % Lorne Abony (3) 465,000 2.0 % 7,666,667 100 % Leo Kofman (5) – – – – Eric Ludwig (5) – – – – Jacob Silverstein (5) – – – – Allan Cole (5) – – – – All officers and directors as a group (5 persons) 465,000 2.0 % 7,666,667 100 % (1) Unless otherwise noted, the business address of each of the following entities or individuals is c/o Abony Acquisition Corp. I, 1700 S Lamar Blvd, Suite #338, Austin, Texas 78704. (2) Interests shown consist solely of founder shares, classified as Class B ordinary shares. Such shares will automatically convert into Class A ordinary shares immediately prior to, concurrently with or immediately following the consummation of our initial business combination or earlier at the option of the holder on a one-for-one basis, subject to adjustment described in the registration statement section entitled “ Description of Securities .” (3) Abony Sponsor I LLC, our sponsor, is the record holder of such shares. Mr. Abony indirectly controls the management of the sponsor and has voting and investment discretion with respect to the ordinary shares held of record by the sponsor. Mr. Abony disclaims any beneficial ownership of any securities held by the sponsor except to the extent of his pecuniary interest therein. (4) The non-managing sponsor investors have purchased through the sponsor, an aggregate of 415,000 of the 465,000 private placement units purchased by our sponsor at a price of $10.00 per unit ($4,150,000 in the aggregate); in connection with the non-managing sponsor investors’ purchase, through the sponsor, the private placement units allocated to it in connection with the closing of the initial public offering, the sponsor issued membership interests at a nominal purchase price ($0.003) to the non-managing sponsor investors at the closing of the initial public offering reflecting interests in an aggregate of 3,320,000 founder shares held by sponsor. The non-managing sponsor investors are not granted any shareholder or other rights in addition to those afforded to our other public shareholders and will only be issued membership interests in the sponsor, with no right to control the sponsor or vote or dispose of any securities held by the sponsor, including the founder shares held by the sponsor. (5) Excludes securities in which this individual holds an indirect interest through an ownership interest in our sponsor. 77 Changes in Control None. Item 13. Certain Relationships And Related Party Transactions, And Director Independences Founder Shares On November 28, 2025, our sponsor paid an aggregate of $25,000 to cover certain of our offering costs in exchange for 5,750,000 founder shares. On December 16, 2025, we issued an additional 1,916,667 founder shares through a share capitalization resulting in the sponsor holding 7,666,667 founder shares in the aggregate, so that our initial shareholders will own approximately 25% of our issued and outstanding ordinary shares after the IPO (assuming they do not purchase any units in the IPO). Up to 1,000,000 of the founder shares were subject to surrender for no consideration depending on the extent to which the underwriters’ over-allotment option is exercised. As a result of the underwriters’ election to fully exercise their over-allotment option, 1,000,000 founder shares are no longer subject to forfeiture by the Sponsor. Private Placement Units Our sponsor and BTIG have purchased an aggregate of 695,000 private placement units at a price of $10.00 per unit, for an aggregate purchase price of $6,950,000, in a private placement that closed simultaneously with the closing of the IPO. Of those private placement units, our sponsor purchased 465,000 private placement units and BTIG purchased 230,000 private placement units. Each private placement unit consists of one Class A ordinary share and one-third of one warrant, with each whole warrant exercisable to purchase one Class A ordinary share at $11.50 per share. Registration Rights The holders of the (i) founder shares, which were issued in a private placement prior to the closing of the initial public offering, (ii) private placement units (and the securities comprising such units and the Class A ordinary shares issuable upon exercise of the private placement warrants comprising part of such units) which were issued in a private placement simultaneously with the closing of the initial public offering and (iii) private placement units (and the securities comprising such units and the Class A ordinary shares issuable upon exercise of the private placement warrants comprising part of such units) that may be issued upon conversion of working capital loans will have registration rights to require us to register a sale of any of our securities held by them and any other securities of the company acquired by them prior to the consummation of our initial business combination pursuant to a registration rights agreement to be signed prior to or on the effective date of our initial public offering. Pursuant to the registration rights agreement and $1,500,000 of working capital loans are converted into private placement units, we will be obligated to register up to 8,793,334 Class A ordinary shares and 281,667 warrants. The number of Class A ordinary shares include (i) 7,666,667 ordinary shares to be issued upon conversion of the founder shares, (ii) 695,000 Class A ordinary shares comprising part of the private placement units and 231,667 Class A ordinary shares underlying the private placement warrants comprising part of such private placement units, (iii) 150,000 Class A ordinary shares comprising part of the private placement units issued upon conversion of working capital loans and (iv) 50,000 Class A ordinary shares underlying the private placement warrants included in such private placement units. The number of warrants includes up to 231,667 private placement warrants included in the private placement units and 50,000 private placement warrants comprising part of the private placement units issued upon the conversion of working capital loans. The holders of these securities are entitled to make up to three demands, excluding short form demands, that we register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to our completion of our initial business combination. Notwithstanding anything to the contrary, BTIG may only make a demand on one occasion and only during the five-year period beginning on the effective date of the registration statement relating to our initial public offering. In addition, BTIG may participate in a “piggy-back” registration only during the seven-year period beginning on the effective date of the registration statement relating to our initial public offering. We will bear the expenses incurred in connection with the filing of any such registration statements. 78 Promissory Note — Related Party Our sponsor agreed to loan us up to $400,000 to cover expenses related to the IPO pursuant to a promissory note. The promissory note is non-interest bearing, unsecured and due on the earlier of the consummation of the IPO or the date on which we determine not to proceed with the IPO. Working Capital Loans In order to finance transaction costs in connection with a Business Combination, the Initial Shareholders, the Sponsor, the Company’s officers and directors or their affiliates may, but are not obligated to, loan the Company funds from time to time or at any time, as may be required. Each Working Capital Loan would be evidenced by a promissory note. The notes would either be paid upon consummation of our initial Business Combination, without interest, or, at holder’s discretion, up to $1,500,000 of such loans may be convertible into private placement units of the post-Business Combination entity at a price of $10.00 per unit at the option of the lender. Such units would be identical to the private placement units. Administrative Support Agreement Upon consummation of the IPO, we entered into an agreement to pay up to $25,000 per month for office space and certain administrative services provided by an affiliate of our sponsor. Upon completion of our initial business combination or our liquidation, we will cease paying these monthly fees. Director Independence Nasdaq listing standards require that a majority of our board of directors be independent. Our board of directors has determined that Eric Ludwig, Jacob Silverstein and Allan Cole are “independent directors” as defined in the Nasdaq listing standards and applicable SEC rules. Related Party Policy The audit committee of our board of directors has adopted a policy setting forth the policies and procedures for its review and approval or ratification of “related party transactions.” A “related party transaction” is any consummated or proposed transaction or series of transactions: (i) in which the company was or is to be a participant; (ii) the amount of which exceeds (or is reasonably expected to exceed) the lesser of $120,000 or 1% of the average of the company’s total assets at year end for the prior two completed fiscal years in the aggregate over the duration of the transaction (without regard to profit or loss); and (iii) in which a “related party” had, has or will have a direct or indirect material interest. “Related parties” under this policy include: (i) our directors, nominees for director or officers or any person who has served in such roles since the beginning of the most recent fiscal year, even if he or she does not currently serve in that role; (ii) any record or beneficial owner of more than 5% of any class of our voting securities; (iii) any immediate family member of any of the foregoing if the foregoing person is a natural person; and (iv) any other person who maybe a “related person” pursuant to Item 404 of Regulation S-K under the Exchange Act. Pursuant to the policy, the audit committee will consider (i) the relevant facts and circumstances of each related party transaction, including if the transaction is on terms comparable to those that could be obtained in arm’s-length dealings with an unrelated third party, (ii) the extent of the related party’s interest in the transaction, (iii) whether the transaction contravenes our code of ethics or other policies, (iv) whether the audit committee believes the relationship underlying the transaction to be in the best interests of the company and its shareholders and (v) if the related party is a director or an immediate family member of a director, the effect that the transaction may have on a director’s status as an independent member of the board and on his or her eligibility to serve on the board’s committees. Management will present to the audit committee each proposed related party transaction, including all relevant facts and circumstances relating thereto. Under the policy, we may consummate related party transactions only if our audit committee approves or ratifies the transaction in accordance with the guidelines set forth in the policy. The policy will not permit any director or officer to participate in the discussion of, or decision concerning, a related person transaction in which he or she is the related party. 79 We are not prohibited from paying any fees (including advisory fees), reimbursements or cash payments to our sponsor, officers or directors, or their respective affiliates, for services rendered to us prior to or in connection with the completion of our initial business combination, including the following payments, all of which, if made prior to the completion of our initial business combination, will be paid from funds held outside the trust account: ● Repayment of up to an aggregate of $400,000 in loans made to us by our sponsor to cover offering-related and organizational expenses; ● Reimbursement for the services of Leo Kofman, our Chief Financial Officer and Chief Operating Officer, and for office space and other services made available to us by our sponsor in an amount equal to $25,000 per month; ● Payment of advisory, consulting, success or finder fees to our sponsor, officers or directors, or their respective affiliates, in connection with the consummation of our initial business combination, which, if made prior to the completion of our initial business combination, will be paid from funds held outside the trust accounts; ● Reimbursement for any out-of-pocket expenses related to identifying, investigating, negotiating and completing an initial business combination; and ● Repayment of loans which may be made by our sponsor, officers or directors, or their respective affiliates, to finance transaction costs in connection with an intended initial business combination. Up to $1,500,000 of such loans may be convertible into units of the post-business combination entity at a price of $10.00 per unit at the option of the lender. Such units would be identical to the private placement units. Except for the foregoing, the terms of such loans, if any, have not been determined and no written agreements exist with respect to such loans. Item 14. Principal Accountant Fees and Services The firm of WithumSmith+Brown, PC, or Withum, acts as our independent registered public accounting firm. The following is a summary of fees paid to Withum for services rendered. Audit Fees . During the period from November 13, 2025 (inception) through December 31, 2025, fees for our independent registered public accounting firm were approximately $59,850 for the services Withum performed in connection with our Initial Public Offering and the audit of our December 31, 2025 financial statements included in this Annual Report on Form 10-K . Audit-Related Fees . During the period from November 13, 2025 (inception) through December 31, 2025, our independent registered public accounting firm did not render assurance and related services related to the performance of the audit or review of financial statements. Tax Fees . During the period from November 13, 2025 (inception) through December 31, 2025, our independent registered public accounting firm did not render services to us for tax compliance, tax advice and tax planning. All Other Fees . During the period from November 13, 2025 (inception) through December 31, 2025, there were no fees billed for products and services provided by our independent registered public accounting firm other than those set forth above. Pre-Approval Policy Our audit committee was formed upon the consummation of our Initial Public Offering. As a result, the audit committee did not pre-approve all of the foregoing services, although any services rendered prior to the formation of our audit committee were approved by our board of directors. Since the formation of our audit committee, and on a going-forward basis, the audit committee has and will pre-approve all auditing services and permitted non-audit services to be performed for us by our auditors, including the fees and terms thereof (subject to the de minimis exceptions for non-audit services described in the Exchange Act which are approved by the audit committee prior to the completion of the audit). 80 Part IV Item 15. Exhibit And Financial Statement Schedules (a) The following documents are filed as a part of this Report: (1) Financial statements: Our financial statements are listed in the “Index to Audited Financial Statements” on page F-1. (2) Financial statement schedules: None (3) Exhibits We hereby file as part of this Annual Report the exhibits listed in the attached Exhibit Index. Exhibits which are incorporated herein by reference can be inspected and copied at the public reference facilities maintained by the SEC, 100 F Street, N.E., Room 1580, Washington, D.C. 20549. Copies of such material can also be obtained from the Public Reference Section of the SEC, 100 F Street, N.E., Washington, D.C. 20549, at prescribed rates or on the SEC website at www.sec.gov. Exhibit Index Exhibit Number Description of Document 3.1 Memorandum and Articles of Association (2) 3.2 Amended and Restated Memorandum and Articles of Association (1) 4.1 Specimen Unit Certificate (2) 4.2 Specimen Ordinary Share Certificate (2) 4.3 Specimen Warrant Certificate (included in Exhibit 4.4) (2) 4.4 Warrant Agreement, dated February 18, 2026, between the Company and Continental Stock Transfer & Trust Company (1) 4.5* Description of Securities 10.1 Letter Agreement, dated February 18, 2026, among the Company, its directors and officers and Abony Sponsor I LLC (1) 10.2 Investment Management Trust Agreement, dated February 18, 2026, between the Company and Continental Stock Transfer & Trust Company (1) 10.3 Registration Rights Agreement, dated February 18, 2026, among the Company, Abony Sponsor I LLC and the holders signatory thereto (1) 10.4 Services Agreement, dated February 18, 2026, between the Company, Abony Sponsor I LLC, and Leo Kofman (1) 10.5 Form of Indemnity Agreement (2) 10.6 Promissory Note issued to Abony Sponsor I LLC (2) 10.7 Private Placement Units Purchase Agreement, dated February 18, 2026, between the Company and Abony Sponsor I LLC (1) 10.8 Private Placement Units Purchase Agreement, dated February 18, 2026, between the Company and BTIG, LLC (1) 14 Code of Conduct and Ethics (2) 19* Insider Trading Policy 31.1** Certification of Chief Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2** Certification of Chief Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1** Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2** Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97.1* Compensation Recovery Policy 101.INS XBRL Instance Document 101.SCH XBRL Taxonomy Extension Calculation Linkbase Document 101.CAL XBRL Taxonomy Extension Schema Document 101.DEF XBRL Taxonomy Extension Definition Linkbase Document 101.LAB XBRL Taxonomy Extension Labels Linkbase Document 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document 104 Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101) * Filed herewith ** These certifications are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. (1) Incorporated by reference to our Current Report on Form 8-K, filed with the SEC on February 20, 2026. (2) Incorporated by reference to our Registration Statement on Form S-1 (File Number 333-292465), as amended, initially filed with the SEC on December 29, 2025. Item 16. Form 10-K Summary None. 81 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: March 27, 2026 ABONY ACQUISITION CORP. I By: /s/ Lorne Abony Name: Lorne Abony Title: Chief Executive Officer (Principal Executive Officer) Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Name Position Date /s/ Lorne Abony Chief Executive Officer and Director March 27, 2026 Lorne Abony (Principal Executive Officer) /s/ Leo Kofman Chief Financial Officer and Chief Operating Officer March 27, 2026 Leo Kofman (Principal Financial and Accounting Officer) /s/ Eric Ludwig Director March 27, 2026 Eric Ludwig /s/ Jacob Silverstein Director March 27, 2026 Jacob Silverstein /s/ Allan Cole Director March 27, 2026 Allan Cole 82 ABONY ACQUISITION CORP. I INDEX TO FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm F-2 Financial Statements: Balance Sheet as of December 31, 2025 F-3 Statement of Operations for the Period from November 13, 2025 (Inception) through December 31, 2025 F-4 Statement of Changes in Shareholder’s Deficit for the Period from November 13, 2025 (Inception) through December 31, 2025 F-5 Statement of Cash Flows for the Period from November 13, 2025 (Inception) through December 31, 2025 F-6 Notes to Financial Statements F-7 to F-21 F- 1 Report of Independent Registered Public Accounting Firm Board of Directors and Shareholders Abony Acquisition Corp. I: Opinion on the Financial Statements We have audited the accompanying balance sheet of Abony Acquisition Corp. I (the “Company”) as of December 31, 2025, and the related statements of operations, changes in shareholders’ deficit, and cash flows for the period from November 13, 2025 (inception) through December 31, 2025, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025, and the results of its operations and its cash flows for the period from November 13, 2025 (inception) through December 31, 2025 in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These financial statements are the responsibility of the entity’s management. Our responsibility is to express an opinion on the entity’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control over financial reporting. Accordingly, we express no such opinion. 4 Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. /s/ WithumSmith+Brown, PC We have served as the Company’s auditor since 2025. New York, New York March 27, 2026 PCAOB ID Number 100 F- 2 ABONY ACQUISITION CORP. I BALANCE SHEET DECEMBER 31, 2025 Assets: Prepaid expenses $ 40,000 Total Current Assets 40,000 Deferred offering costs 351,275 Total Assets $ 391,275 Liabilities and Shareholder’s Deficit: Accrued expenses $ 33,875 Accrued offering costs 307,325 Promissory note - related party 124,790 Total Liabilities 465,990 Commitments and Contingencies (Note 6) Shareholder’s Deficit Preference shares, $ 0.0001 par value; 5,000,000 shares authorized; none issued or outstanding — Class A ordinary shares, $ 0.0001 par value; 500,000,000 shares authorized; none issued or outstanding — Class B ordinary shares, $ 0.0001 par value; 50,000,000 shares authorized; 7,666,667 shares issued and outstanding (1) 767 Additional paid-in capital 24,233 Accumulated deficit ( 99,715 ) Total Shareholder’s Deficit ( 74,715 ) Total Liabilities and Shareholder’s Deficit $ 391,275 (1) Includes up to 1,000,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters. On February 20, 2026, the underwriters exercised their over-allotment option in full to be settled as part of the closing of the Initial Public Offering. As a result of the underwriters’ election to fully exercise their over-allotment option, 1,000,000 founder shares are no longer subject to forfeiture by the Sponsor (Note 7). The accompanying notes are an integral part of the financial statements. F- 3 ABONY ACQUISITION CORP. I STATEMENT OF OPERATIONS For the Period from November 13, 2025 (Inception) Through December 31, 2025 General and administrative costs $ 99,715 Loss from operations ( 99,715 ) Net loss $ ( 99,715 ) Basic and diluted weighted average shares outstanding, Class B ordinary shares (1) 6,666,667 Basic and diluted net loss per share, Class B ordinary shares $ ( 0.01 ) (1) Excludes up to 1,000,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters On February 20, 2026, the underwriters exercised their over-allotment option in full to be settled as part of the closing of the Initial Public Offering. As a result of the underwriters’ election to fully exercise their over-allotment option, 1,000,000 founder shares are no longer subject to forfeiture by the Sponsor (Note 7). The accompanying notes are an integral part of the financial statements. F- 4 ABONY ACQUISITION CORP. I STATEMENT OF CHANGES IN SHAREHOLDER’S DEFICIT FOR THE PERIOD FROM NOVEMBER 13, 2025 (INCEPTION) THROUGH DECEMBER 31, 2025 Class A Ordinary Shares Class B Ordinary Shares Additional Paid-in Accumulated Total Shareholder’s Shares Amount Shares Amount Capital Deficit Deficit Balance — November 13, 2025 (inception) — $ — — $ — $ — $ — $ — Class B ordinary shares issued to Sponsor (1) — — 7,666,667 767 24,233 — 25,000 Net loss — — — — — ( 99,715 ) ( 99,715 ) Balance – December 31, 2025 — $ — 7,666,667 $ 767 $ 24,233 $ ( 99,715 ) $ ( 74,715 ) (1) Includes up to 1,000,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters. On February 20, 2026, the underwriters exercised their over-allotment option in full to be settled as part of the closing of the Initial Public Offering. As a result of the underwriters’ election to fully exercise their over-allotment option, 1,000,000 founder shares are no longer subject to forfeiture by the Sponsor (Note 7). The accompanying notes are an integral part of these financial statements. F- 5 ABONY ACQUISITION CORP. I STATEMENT OF CASH FLOWS FOR THE PERIOD FROM NOVEMBER 13, 2025 (INCEPTION) THROUGH DECEMBER 31, 2025 Cash Flows from Operating Activities: Net loss $ ( 99,715 ) Adjustments to reconcile net loss to net cash used in operating activities: General and administrative costs paid through promissory note - related party 60,840 General and administrative costs paid through issuance of Class B ordinary shares 5,000 Changes in operating assets and liabilities: Accrued expenses 33,875 Net cash used in operating activities — Net Change in Cash — Cash – Beginning of period — Cash – End of period $ — Non-cash investing and financing activities: Deferred offering costs included in accrued offering costs $ 307,325 Deferred offering costs paid through promissory note - related party $ 43,950 Prepaid expenses paid through promissory note – related party 20,000 Prepaid expenses paid by Sponsor through issuance of Class B ordinary shares $ 20,000 The accompanying notes are an integral part of the financial statements. F- 6 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 Note 1 — Organization and Business Operations Abony Acquisition Corp. I (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on November 13, 2025 . The Company 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”). The Company has not selected any specific Business Combination target, and the Company has not, nor has anyone on its behalf, engaged in any substantive discussions, directly or indirectly, with any Business Combination target with respect to an initial Business Combination with the Company. As of December 31, 2025, the Company has not commenced any operations. All activity for the period from November 13, 2025 (inception) through December 31, 2025 relates to the Company’s formation, the Initial Public Offering (as defined below), and subsequent to the Initial Public Offering, identifying a target company for a Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on the proceeds derived from the Initial Public Offering (as defined below). The Company has selected December 31 as its fiscal year end. The Company’s sponsor is Abony Sponsor I LLC (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on January 30, 2026. On February 20, 2026, the Company consummated its initial public offering (“Initial Public Offering”), which consisted of 23,000,000 units (the “Units”), including the exercise in full by the underwriters of an option to purchase up to 3,000,000 Units at the offering price to cover over-allotments. The Units were sold at a price of $ 10.00 per Unit, generating gross proceeds to the Company of $ 230,000,000 . Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 695,000 units (the “Private Placement Units”) to the Sponsor and BTIG, LLC, the representative of the underwriters, at $ 10.00 per Unit, generating gross proceeds of $ 6,950,000 . Of those 695,000 Private Placement Units, the Sponsor purchased 465,000 Private Placement Units and BTIG, LLC purchased 230,000 Private Placement Units. Each Unit will consist of one Class A ordinary share (the “Public Shares”) and one-third of one redeemable warrant (the “Public Warrants”). Each Private Placement Unit will consist of one Class A ordinary share (the “Private Placement Share”) and one-third of one redeemable warrant (the “Private Placement Warrant”). Each whole Public Warrant and Private Placement Warrant (together the “Warrants”) entitles the holder to purchase one Class A ordinary share at a price of $ 11.50 per share. Transaction costs amounted to $ 13,314,254 , consisting of $ 4,600,000 of cash underwriting fee, $ 8,050,000 of deferred underwriting fee, and $ 664,254 of other offering costs. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the Private Placement Units, although substantially all of the net proceeds are intended to be generally applied toward consummating a Business Combination (less deferred underwriting commissions). The Company’s Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80 % of the net balance in the Trust Account (as defined below) (excluding the amount of deferred underwriting discounts held and taxes payable on the income earned on the Trust Account) at the time of the signing an agreement to enter into a Business Combination. However, the Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50 % or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). There is no assurance that the Company will be able to successfully effect a Business Combination. F- 7 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 Following the closing of the Initial Public Offering on February 20, 2026, an amount of $ 230,000,000 ($ 10.00 per Unit) from the net proceeds of the sale of the Units, and a portion of the net proceeds from the sale of the Private Placement Units, was held in a trust account (the “Trust Account”) and initially invested only in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act which invest only in direct U.S. government treasury obligations; the holding of these assets in this form is intended to be temporary and for the sole purpose of facilitating the intended Business Combination. To mitigate the risk that the Company might be deemed to be an investment company for purposes of the Investment Company Act, which risk increases the longer that the Company holds investments in the Trust Account, the Company may, at any time (based on the management team’s ongoing assessment of all factors related to the Company’s potential status under the Investment Company Act), instruct the trustee to liquidate the investments held in the Trust Account and instead to hold the funds in the Trust Account in cash or in an interest bearing demand deposit account at a bank. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its taxes, if any, the proceeds from the Initial Public Offering and the sale of the Private Placement Units will not be released from the Trust Account until the earliest of (i) the completion of the Company’s initial Business Combination, (ii) the redemption of the Company’s Public Shares if the Company is unable to complete the initial Business Combination within 24 months from the closing of the Initial Public Offering or by such earlier liquidation date as the Company’s board of directors may approve (the “Completion Window”), subject to applicable law, or (iii) the redemption of the Company’s Public Shares properly submitted in connection with a shareholder vote to amend the Company’s amended and restated memorandum and articles of association to (A) modify the substance or timing of the Company’s obligation to allow redemption in connection with the initial Business Combination or to redeem 100 % of the Company’s Public Shares if the Company has not consummated an initial Business Combination within the Completion Window or (B) with respect to any other material provisions relating to shareholders’ rights or pre-initial Business Combination activity. The proceeds deposited in the Trust Account could become subject to the claims of the Company’s creditors, if any, which could have priority over the claims of the Company’s public shareholders. The Company will provide the Company’s public shareholders with the opportunity to redeem all or a portion of their Public Shares, regardless of whether they abstain, vote for, or vote against, an initial Business Combination upon completion of an initial Business Combination either (i) in connection with a general meeting called to approve the initial Business Combination or (ii) without a shareholder vote by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a proposed initial Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The public shareholders will be entitled to redeem their shares at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account calculated as of two business days prior to the consummation of the initial Business Combination, including interest earned on the funds held in the Trust Account (less taxes payable), divided by the number of then outstanding Public Shares, subject to the limitations. The amount in the Trust Account is initially anticipated to be $ 10.00 per Public Share. The Public Shares are recorded at redemption value and classified as temporary equity upon the completion of the Initial Public Offering, in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity.” The Company has only the duration of the Completion Window to complete the initial Business Combination. However, if the Company is unable to complete its initial Business Combination within the Completion Window, the Company will as promptly as reasonably possible but not more than ten business days thereafter (and subject to lawfully available funds therefor), redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account (which interest shall be net of taxes and less up to $ 100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will constitute full and complete payment for the Public Shares and completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation or other distributions, if any), subject to the Company’s obligations under Cayman Islands law to provide for claims of creditors and subject to the other requirements of applicable law. F- 8 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 The Sponsor, officers and directors (“Initial Shareholders”) entered into a letter agreement with the Company, pursuant to which they agree to waive their redemption rights with respect to any shares held by them in connection with the completion of an initial Business Combination. Additionally, the Sponsor, officers and directors will agree to waive their rights to liquidating distributions from the Trust Account with respect to their founder shares and Private Placement Shares if the Company fails to complete an initial Business Combination within the prescribed time frame, although they will be entitled to liquidating distributions from assets outside the Trust Account. If the Company does not complete the initial Business Combination within the prescribed time frame, the Private Placement Units (and the securities comprising such units) will be worthless. Furthermore, the initial shareholders will agree not to transfer, assign or sell any of their founder shares and any Class A ordinary shares issuable upon conversion thereof until the earlier to occur of (i) six months after the completion of the initial Business Combination or (ii) the date following the completion of the initial Business Combination on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the shareholders having the right to exchange their ordinary shares for cash, securities or other property. Notwithstanding the foregoing, (1) if the closing price of the Class A ordinary shares equals or exceeds $ 12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 -trading day period commencing at least 30 days after the initial Business Combination or (2) if the Company consummates a transaction after the initial Business Combination which results in our shareholders having the right to exchange their shares for cash, securities or other property, the founder shares will be released from the lock-up. The Private Placement Units (including the securities comprising such units and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants) will not be transferable until 30 days following the completion of the initial Business Combination. Because each of the officers and directors will own ordinary shares or units directly or indirectly, they may have a conflict of interest in determining whether a particular target business is an appropriate business with which to effectuate the initial Business Combination. The Company’s Sponsor agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or other similar agreement or Business Combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $ 10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). However, the Company has not asked the Sponsor to reserve for such indemnification obligations, nor has the Company independently verified whether the Sponsor has sufficient funds to satisfy its indemnity obligations and the Company believes that the Sponsor’s only assets are securities of the Company. Therefore, the Company cannot assure that the Sponsor would be able to satisfy those obligations. Liquidity, Capital Resources and Going Concern The Company’s liquidity needs up to December 31, 2025 were satisfied through the loan under an unsecured promissory note from the Sponsor of up to $ 400,000 (see Note 5). As of December 31, 2025, the Company had no cash and working capital deficit of $ 425,990 . In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes may be repaid upon completion of a Business Combination, without interest, or, at the lender’s discretion, up to $ 1,500,000 of the Working Capital Loans may be converted upon completion of a Business Combination into private units at a price of $ 10.00 per unit. Such private units would be identical to the Private Placement Units. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. As of December 31, 2025, there were no Working Capital Loans outstanding. F- 9 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC 205-40, “Presentation of Financial Statements - Going Concern,” the Company does not believe it will need to raise additional funds in order to meet the expenditures required for operating its business. However, if the estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination are less than the actual amount necessary to do so, the Company may have insufficient funds available to operate its business prior to the initial Business Combination. The Company has the Completion Window to complete the initial Business Combination. Management has determined that after the Initial Public Offering closed on February 20, 2026, the Company has sufficient funds to finance the working capital needs of the Company within one year from the date of issuance of the financial statements. Note 2 — Significant Accounting Policies Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. F- 10 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash or cash equivalents as of December 31, 2025. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Deposit Insurance Corporation coverage limit of $ 250,000 . Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows. Deferred Offering Costs The Company complies with the requirements of the FASB ASC 340-10-S99 and SEC Staff Accounting Bulletin Topic 5A, “Expenses of Offering.” Offering costs consist principally of professional and registration fees that are related to the Initial Public Offering. FASB ASC 470-20, “Debt with Conversion and Other Options,” addresses the allocation of proceeds from the issuance of convertible debt into its equity and debt components. The Company applies this guidance to allocate Initial Public Offering proceeds from the Units between Class A ordinary shares and warrants, using the residual method by allocating Initial Public Offering proceeds first to assigned value of the warrants included in the Units and then to the Class A ordinary shares. Offering costs allocated to the Public Shares were charged to temporary equity. Offering costs allocated to the Public Warrants and the Private Placement Units were charged to shareholder’s deficit as the underlying financial instruments, after management’s evaluation, were classified within shareholder’s deficit. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximate the carrying amounts represented in the balance sheet, primarily due to their short-term nature. F- 11 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 Fair value is defined as the price that would be received for sale of an asset or paid to transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Net Loss per Class B Ordinary Share Net loss per Class B ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period, excluding ordinary shares subject to forfeiture. Weighted average shares were reduced for the effect of an aggregate of 1,000,000 ordinary shares that are subject to forfeiture if the over-allotment option is not exercised by the underwriters (see Note 7). At December 31, 2025, the Company did no t have any dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted loss per Class B ordinary share is the same as basic loss per Class B ordinary share for the period presented. Income Taxes The Company accounts for income taxes under FASB ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of December 31, 2025, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be a Cayman Islands exempted company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. F- 12 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 Share-Based Compensation The Company accounts for share awards in accordance with FASB ASC Topic 718, “Compensation—Stock Compensation,” which requires that all equity awards be accounted for at their “fair value.” Fair value is measured on the grant date and is equal to the underlying value of the share. Costs equal to these fair values are recognized ratably over the requisite service period based on the number of awards that are expected to vest, in the period of grant for awards that vest immediately and have no future service condition, or in the period the awards vest immediately after meeting a performance condition becomes probable (e.g., the occurrence of Initial Public Offering). For awards that vest over time, cumulative adjustments in later periods are recorded to the extent actual forfeitures differ from the Company’s initial estimates; previously recognized compensation cost is reversed if the service or performance conditions are not satisfied and the award is forfeited. Warrant Instruments The Company accounts for the Public Warrants and Private Placement Warrants issued in connection with the Initial Public Offering and the private placement in accordance with the guidance contained in FASB ASC Topic 815, “Derivatives and Hedging”. Accordingly, the Company evaluated and classified the warrant instruments under equity treatment at their relative fair values. Recent Accounting Pronouncements In November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”). The amendments in this ASU require disclosures, on an annual and interim basis, of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. The ASU requires that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. Public entities will be required to provide all annual disclosures currently required by Topic 280 in interim periods, and entities with a single reportable segment are required to provide all the disclosures required by the amendments in this ASU and existing segment disclosures in Topic 280. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted ASU 2023-07 on November 13, 2025, the date of its incorporation. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (ASC Topic 740): Improvements to Income Tax Disclosures” (ASU 2023-09), which requires disclosure of incremental income tax information within the rate reconciliation and expanded disclosures of income taxes paid, among other disclosure requirements. ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024 for public business entities. Early adoption is permitted. The Company’s management does not believe the adoption of ASU 2023-09 will have a material impact on its financial statements and disclosures. Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements. F- 13 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 Note 3 — Initial Public Offering Pursuant to the closing of the Initial Public Offering, the Company sold 23,000,000 Units at a purchase price of $ 10.00 per Unit. Each Unit has a price of $ 10.00 and consists of one Class A ordinary share, and one-third of one redeemable Public Warrant. Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $ 11.50 per share, subject to adjustment. Each Public Warrant will become exercisable 30 days after the completion of the initial Business Combination and will expire five years after the completion of the initial Business Combination, or earlier upon redemption or liquidation. Warrants — There were no Public Warrants and Private Warrants issued or outstanding as of December 31, 2025. Each whole Warrant entitles the holder to purchase one Class A ordinary share at a price of $ 11.50 per share, subject to adjustment as discussed herein. The Warrants cannot be exercised until 30 days after the completion of the initial Business Combination, and will expire at 5:00 p.m., New York City time, five years after the completion of the initial Business Combination or earlier upon redemption or liquidation. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a Warrant and will have no obligation to settle such Warrant exercise unless a registration statement on Form S-1, Form S-3, Form F-1, or Form F-3, as applicable, under the Securities Act with respect to the Class A ordinary shares underlying the Warrants is then effective and a prospectus relating thereto is current. No Warrant will be exercisable and the Company will not be obligated to issue a Class A ordinary share upon exercise of a Warrant unless the Class A ordinary share issuable upon such Warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the Warrants. In the event that the conditions in the two immediately preceding sentences are not satisfied with respect to a Warrant, the holder of such Warrant will not be entitled to exercise such Warrant and such Warrant may have no value and expire worthless. In no event will the Company be required to net cash settle any Warrant. In the event that a registration statement on Form S-1, Form S-3, Form F-1, or Form F-3, as applicable, is not effective for the exercised Warrants, the purchaser of a Unit containing such Warrant will have paid the full purchase price for the Unit solely for the Class A ordinary share underlying such Unit. Under the terms of the warrant agreement, the Company will agree that, as soon as practicable, but in no event later than 20 business days after the closing of its Business Combination, it will use commercially reasonable efforts to file with the SEC a post-effective amendment to the registration statement for the Initial Public Offering or a new registration statement on Form S-1, Form S-3, Form F-1, or Form F-3, as applicable, covering the registration under the Securities Act of the Class A ordinary shares issuable upon exercise of the Warrants and thereafter will use its commercially reasonable efforts to cause the same to become effective within 60 business days following the Company’s initial Business Combination and to maintain a current prospectus relating to the Class A ordinary shares issuable upon exercise of the Warrants until the expiration of the Warrants in accordance with the provisions of the warrant agreement. If a registration statement on Form S-1, Form S-3, Form F-1, or Form F-3, as applicable, covering the Class A ordinary shares issuable upon exercise of the Warrants is not effective by the sixtieth (60 th ) business day after the closing of the initial Business Combination, Warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise Warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Class A ordinary shares are at the time of any exercise of a Warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, the Company will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. F- 14 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 If the holders exercise their Public Warrants on a cashless basis, they would pay the warrant exercise price by surrendering the warrants for that number of Class A ordinary shares equal to the quotient obtained by dividing (x) the product of the number of Class A ordinary shares underlying the warrants, multiplied by the excess of the “fair market value” of the Class A ordinary shares over the exercise price of the warrants by (y) the fair market value. The “fair market value” is the average reported closing price of the Class A ordinary shares for the 10 trading days ending on the third trading day prior to the date on which the notice of exercise is received by the warrant agent or on which the notice of redemption is sent to the holders of warrants, as applicable. Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $ 18.00 : The Company may redeem the outstanding Warrants: ● in whole and not in part; ● at a price of $ 0.01 per Warrant; ● upon a minimum of 30 days’ prior written notice of redemption (the “ 30 -day redemption period”); and ● if, and only if, the closing price of the Class A ordinary shares equals or exceeds $ 18.00 per share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a Warrant) for any 20 trading days within a 30 -trading day period commencing at least 30 days after completion of the Company’s initial Business Combination and ending three business days before the Company sends the notice of redemption to the Warrant holders. Additionally, if the number of outstanding Class A ordinary shares is increased by a share capitalization payable in Class A ordinary shares, or by a subdivision of ordinary shares or other similar event, then, on the effective date of such share capitalization, subdivision or similar event, the number of Class A ordinary shares issuable on exercise of each Warrant will be increased in proportion to such increase in the outstanding ordinary shares. A rights offering made to all or substantially all holders of ordinary shares entitling holders to purchase Class A ordinary shares at a price less than the fair market value will be deemed a share capitalization of a number of Class A ordinary shares equal to the product of (i) the number of Class A ordinary shares actually sold in such rights offering (or issuable under any other equity securities sold in such rights offering that are convertible into or exercisable for Class A ordinary shares) and (ii) the quotient of (x) the price per Class A ordinary share paid in such rights offering and (y) the fair market value. For these purposes (i) if the rights offering is for securities convertible into or exercisable for Class A ordinary shares, in determining the price payable for Class A ordinary shares, there will be taken into account any consideration received for such rights, as well as any additional amount payable upon exercise or conversion and (ii) fair market value means the volume weighted average price of Class A ordinary shares as reported during the ten ( 10 ) trading day period ending on the trading day prior to the first date on which the Class A ordinary shares trade on the applicable exchange or in the applicable market, regular way, without the right to receive such rights. Note 4 — Private Placement Simultaneously with the closing of the Initial Public Offering, the Sponsor and the underwriters purchased an aggregate of 695,000 Private Placement Units, at a price of $ 10.00 per Private Placement Unit, or $ 6,950,000 . Of those 695,000 Private Placement Units, the Sponsor purchased 465,000 Private Placement Units and BTIG, LLC purchased 230,000 Private Placement Units. Each Private Placement Unit consists of one Class A ordinary share and one-third of one redeemable warrant. Each whole Private Placement Warrant entitles the registered holder to purchase one Class A ordinary share at a price of $ 11.50 per share, subject to adjustment. F- 15 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 The Private Placement Warrants are identical to the Public Warrants sold in the Initial Public Offering except that, so long as they are held by the Sponsor, BTIG, LLC, or their permitted transferees, the Private Placement Warrants (i) may not (including the Class A ordinary shares issuable upon exercise of these Private Placement Warrants), subject to certain limited exceptions, be transferred, assigned or sold by the holders until 30 days after the completion of the initial Business Combination, (ii) will be entitled to registration rights and (iii) with respect to Private Placement Warrants held by BTIG, LLC and/or its designees, will not be exercisable more than five years from the commencement of sales in the Initial Public Offering in accordance with Financial Industry Regulatory Authority Rule 5110(g)(8). The Sponsor, officers and directors entered into a letter agreement with the Company, pursuant to which they will agree to (i) waive their redemption rights with respect to any shares held by them in connection with the completion of the initial Business Combination; (ii) waive their redemption rights with respect to any shares held by them in connection with a shareholder vote to approve an amendment to the amended and restated memorandum and articles of association (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the initial Business Combination or to redeem 100 % of the Public Shares if the Company has not consummated an initial Business Combination within the Completion Window or (B) with respect to any other material provisions relating to shareholders’ rights or pre-initial Business Combination activity; (iii) waive their rights to liquidating distributions from the Trust Account with respect to their founder shares and Private Placement Shares if the Company fails to complete an initial Business Combination within the Completion Window, although they will be entitled to liquidating distributions from the Trust Account with respect to any Public Shares they hold if the Company fails to complete an initial Business Combination within the prescribed time frame and to liquidating distributions from assets outside the Trust Account; and (iv) vote any founder shares and Private Placement Shares held by them and any Public Shares purchased during or after the Initial Public Offering (including in open market and privately negotiated transactions, aside from shares they may purchase in compliance with the requirements of Rule 14e-5 under the Exchange Act, which would not be voted in favor of approving the Business Combination transaction) in favor of the initial Business Combination. Note 5 — Related Party Transaction Founder Shares On November 28, 2025, the Initial Shareholders made capital contributions of $ 25,000 in the aggregate, or approximately $ 0.003 per share, to cover certain of the Company’s expenses, for which the Company issued 5,750,000 founder shares to the Initial Shareholders. On December 16, 2025, the Company issued additional 1,916,667 founder shares through a share capitalization resulting in the Sponsor holding 7,666,667 founder shares in the aggregate. Up to 1,000,000 of the founder shares may be surrendered by the Sponsor for no consideration depending on the extent to which the underwriters’ over-allotment option is exercised. As a result of the underwriters’ election to fully exercise their over-allotment option on February 2, 2026, 1,000,000 founder shares are no longer subject to forfeiture by the Sponsor. On January 26, 2026, the Sponsor granted membership interest equivalent to the aggregate of 175,000 founder shares to independent directors and an officer. All granted membership interests are in exchange for their services as directors and officer through the Company’s initial Business Combination. The transfer of founder shares to the independent directors and officer is in the scope of FASB ASC Topic 718, “Compensation-Stock Compensation” (“ASC 718”). Under ASC 718, stock-based compensation associated with equity classified awards is measured at fair value upon the assignment date. The total fair value of the 175,000 founder shares equivalents granted to the directors and officer was $ 459,550 or approximately $ 2.63 per share. The Company established the initial fair value founder shares on January 26, 2026, using a calculation prepared by a third party valuation team which takes into consideration the implied share price of $ 9.88 and probability of de-SPAC and instrument-specific market adjustment of 26.6 %. Stock-based compensation would be recognized at the date a Business Combination is considered probable (i.e., upon consummation of a Business Combination) in an amount equal to the number of founder shares that ultimately vest times the assignment date fair value per share (unless subsequently modified) less the amount initially received for the transfer of founder shares. As of December 31, 2025, the Company determined that the initial Business Combination is not considered probable and therefore no compensation expense has been recognized. F- 16 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 The Company’s initial shareholders have agreed not to transfer, assign or sell any of their founder shares and any Class A ordinary shares issued upon conversion thereof until the earlier to occur of (i) six months after the completion of the initial Business Combination or (ii) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction after the initial Business Combination that results in all of the Company’s shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property. Any permitted transferees will be subject to the same restrictions and other agreements of the Company’s initial shareholders with respect to any founder shares (the “Lock-up”). Notwithstanding the foregoing, if (1) the closing price of the Class A ordinary shares equals or exceeds $ 12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 -trading day period commencing at least 30 days after the initial Business Combination or (2) if the Company consummates a transaction after the initial Business Combination which results in the Company’s shareholders having the right to exchange their shares for cash, securities or other property, the founder shares will be released from the Lock-up. Promissory Note — Related Party The Sponsor has agreed to loan the Company an aggregate of up to $ 400,000 to be used for a portion of the expenses of the Initial Public Offering (the “Promissory Note”). The Promissory Note is non-interest bearing, unsecured and due at the earlier of (i) October 31, 2026 or (ii) the closing of the Initial Public Offering. As of December 31, 2025, there was $ 124,790 outstanding under the Promissory Note. As of February 20, 2026, there was $ 302,954 outstanding under the Promissory Note, which was fully settled simultaneously with the closing of the Initial Public Offering. Borrowing under the Promissory Note is no longer available. Reimbursements to Officers As of December 31, 2025, the Company has incurred $ 48,395 for the services of the Chief Financial Officer and Chief Executive Officer, reimbursable office expenses, and for office space and administrative support. These expenses are included in the general and administrative costs on the statement of operations. Administrative Services Agreement Commencing on the effective date of the securities of the Company are first listed, February 18, 2026, the Company entered into an agreement with an affiliate of the Sponsor to pay an aggregate of $ 25,000 per month for the services of the Chief Financial Officer and Chief Operating Officer, and for office space and administrative support. Upon completion of the initial Business Combination or the liquidation, the Company will cease paying the $ 25,000 per month fee. For the period from November 13, 2025 (inception) through December 31, 2025, the Company did not incur any fees of administrative services. Related Party Loans In order to finance transaction costs in connection with an intended initial Business Combination, the Sponsor or an affiliate of the Sponsor or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required on a non-interest basis (the “Working Capital Loans”). If the Company completes an initial Business Combination, the Company would repay such loaned amounts. In the event that the initial Business Combination does not close, the Company may use amounts held outside the Trust Account to repay such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Up to $ 1,500,000 of such loans may be convertible into units of the post-Business Combination entity at a price of $ 10.00 per unit at the option of the lender. Such units would be identical to the Private Placement Units. Except as set forth above, the terms of such loans, if any, have not been determined and no written agreements exist with respect to such loans. As of December 31, 2025, no such Working Capital Loans were outstanding. F- 17 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 Note 6 — Commitments and Contingencies Risks and Uncertainties The United States and global markets are experiencing volatility and disruption following the geopolitical instability resulting from the military escalations between the United States and Iran, the ongoing Russia-Ukraine conflict and other similar geopolitical conflicts. Ongoing military escalation between the United States and Iran has heightened risks to critical infrastructure, shipping routes, and energy supplies. Any further deterioration could drive sustained increases in oil prices, disrupt global trade, contribute to macroeconomic instability, and materially height the risk of a global recession. In response to the ongoing Russia-Ukraine conflict, the North Atlantic Treaty Organization (“NATO”) deployed additional military forces to eastern Europe, and the United States, the United Kingdom, the European Union and other countries have announced various sanctions and restrictive actions against Russia, Belarus and related individuals and entities, including the removal of certain financial institutions from the Society for Worldwide Interbank Financial Telecommunication payment system. Certain countries, including the United States, have also provided and may continue to provide military aid or other assistance to Ukraine and to Israel, increasing geopolitical tensions among a number of nations. The invasion of Ukraine by Russia and the Israel-Hamas conflict and the resulting measures that have been taken, and could be taken in the future, by NATO, the United States, the United Kingdom, the European Union, Israel and its neighboring states and other countries have created global security concerns that could have a lasting impact on regional and global economies. Although the length and impact of the ongoing conflicts are highly unpredictable, they could lead to market disruptions, including significant volatility in commodity prices, credit and capital markets, as well as supply chain interruptions and increased cyberattacks against U.S. companies. Additionally, any resulting sanctions could adversely affect the global economy and financial markets and lead to instability and lack of liquidity in capital markets. On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act. FASB ASC 740, “Income Taxes”, requires the effects of changes in tax laws to be recognized in the period in which the legislation is enacted. The Company is currently evaluating the impact of the new law. However, none of the tax provisions are expected to have a significant impact on the Company’s financial statements. Any of the above mentioned factors, or any other negative impact on the global economy, capital markets or other geopolitical conditions resulting from these geopolitical conditions could reduce the pool of viable attractive target candidates for our initial business combination, the Russian invasion of Ukraine, the Israel-Hamas conflict and subsequent sanctions or related actions, could adversely affect the Company’s search for an initial Business Combination and any target business with which the Company may ultimately consummate an initial Business Combination. Registration Rights The holders of the (i) founder shares, which were issued in a private placement prior to the closing of the Initial Public Offering, (ii) Private Placement Units (and the securities comprising such units and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants) which will be issued in a private placement simultaneously with the closing of the Initial Public Offering and (iii) Private Placement Units (and the securities comprising such units and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants) that may be issued upon conversion of Working Capital Loans will have registration rights to require the Company to register a sale of any of the Company’s securities held by them and any other securities of the Company acquired by them prior to the consummation of an initial Business Combination pursuant to a registration rights agreement to be signed prior to or on the effective date of the Initial Public Offering. The holders of these securities will be entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of an initial Business Combination. Notwithstanding anything to the contrary, BTIG, LLC may only make a demand on one occasion and only during the five-year period beginning on the effective date of the registration statement relating to our initial public offering. In addition, BTIG, LLC may participate in a “piggy back” registration only during the seven-year period beginning on the effective date of the registration statement relating to our initial public offering. The Company will bear the expenses incurred in connection with the filing of any such registration statements F- 18 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 Underwriting Agreement The Company granted the underwriters a 45 -day option from the date of the Initial Public Offering to purchase up to an additional 3,000,000 units to cover over-allotments, if any. On February 20, 2026, the underwriters exercised their over-allotment option, closing on the 3,000,000 additional Units simultaneously with the Initial Public Offering. The underwriters were paid a cash underwriting discount of 2.00 % of the gross proceeds of the units offered in the Initial Public Offering, or $ 4,600,000 upon the closing of the Initial Public Offering. Additionally, the underwriters are entitled to a deferred underwriting discount of 3.50 % of the gross proceeds of the Initial Public Offering held in the Trust Account, $ 8,050,000 , payable to BTIG, LLC to be deposited in the Trust Account and released to BTIG, LLC only upon the completion of an initial Business Combination. The deferred underwriting commissions are payable as follows: (i) $ 0.20 per Unit sold in the Initial Public Offering is paid to BTIG, LLC in cash upon the closing of the initial Business Combination and (ii) $ 0.15 per Unit sold in the Initial Public Offering is payable to BTIG, LLC in cash, based on the funds remaining in the Trust Account after giving effect to public shares that are redeemed in connection with an initial Business Combination. Note 7 — Shareholder’s Deficit Preference Shares — The Company is authorized to issue a total of 5,000,000 preference shares at par value of $ 0.0001 each. At December 31, 2025, there were no preference shares issued or outstanding. Class A Ordinary Shares — The Company is authorized to issue a total of 500,000,000 Class A ordinary shares at par value of $ 0.0001 each. At December 31, 2025, there were no Class A ordinary shares issued or outstanding. Class B Ordinary Shares — The Company is authorized to issue a total of 50,000,000 Class B ordinary shares at par value of $ 0.0001 each. At December 31, 2025, there were 7,666,667 Class B ordinary shares issued and outstanding, of which an aggregate of up to 1,000,000 Class B ordinary shares are subject to forfeiture if the over-allotment option is not exercised by the underwriters in full. As a result of the underwriters’ election to fully exercise their over-allotment option on February 20, 2026, 1,000,000 founder shares are no longer subject to forfeiture by the Sponsor. The founder shares will automatically convert into Class A ordinary shares (which such Class A ordinary shares delivered upon conversion will not have any redemption rights or be entitled to liquidating distributions from the Trust Account if the Company fails to consummate an initial Business Combination) concurrently with or immediately following the consummation of an initial Business Combination or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like, and subject to further adjustment as provided herein. In the case that additional Class A ordinary shares, or any other equity-linked securities, are issued or deemed issued in excess of the amounts sold in the Initial Public Offering and related to or in connection with the closing of the initial Business Combination, the ratio at which Class B ordinary shares convert into Class A ordinary shares will be adjusted (unless the holders of a majority of the outstanding Class B ordinary shares agree to waive such adjustment with respect to any such issuance or deemed issuance) so that the number of Class A ordinary shares issuable upon conversion of all Class B ordinary shares will equal, in the aggregate, 25 % of the sum of (i) the total number of all Class A ordinary shares outstanding upon the completion of the Initial Public Offering (including any Class A ordinary shares issued pursuant to the underwriters’ over-allotment option and excluding the Class A ordinary shares comprising part of the Private Placement Units and the Class A ordinary shares underlying the Private Placement Warrants), plus (ii) all Class A ordinary shares and equity-linked securities issued or deemed issued, in connection with the closing of the initial Business Combination (excluding any shares or equity-linked securities issued, or to be issued, to any seller in the initial Business Combination and any private placement-equivalent units issued to the Sponsor or any of its affiliates or to the Company’s officers or directors upon conversion of Working Capital Loans) minus (iii) any redemptions of Class A ordinary shares by public shareholders in connection with an initial Business Combination and any Class A ordinary shares redeemed by public shareholders in connection with any amendment to the amended and restated memorandum and articles of association made prior to the consummation of the initial Business Combination (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the initial Business Combination or to redeem 100 % of our public shares if the Company does not complete the initial Business Combination within the completion window or (B) with respect to any other material provisions relating to the rights of holders of Class A ordinary shares or pre-business combination activity; provided that such conversion of founder shares will never occur on a less than one-for-one basis. F- 19 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 Holders of record of the Company’s Class A ordinary shares and Class B ordinary shares are entitled to one vote for each share held on all matters to be voted on by shareholders. Unless specified in the Company’s amended and restated memorandum and articles of association or as required by the Companies Act or stock exchange rules, an ordinary resolution under Cayman Islands law and the Company’s amended and restated memorandum and articles of association, which requires the affirmative vote of at least a majority of the votes cast by such shareholders as, being entitled to do so, vote in person or, where proxies are allowed, by proxy at the applicable general meeting of the Company is generally required to approve any matter voted on by the Company’s shareholders. Approval of certain actions requires a special resolution under Cayman Islands law, which (except as specified below) requires the affirmative vote of at least two-thirds of the votes cast by such shareholders as, being entitled to do so, vote in person or, where proxies are allowed, by proxy at the applicable general meeting, and pursuant to the Company’s amended and restated memorandum and articles of association, such actions include amending the Company’s amended and restated memorandum and articles of association and approving a statutory merger or consolidation with another company. There is no cumulative voting with respect to the appointment of directors, meaning, following the Company’s initial Business Combination, the holders of more than 50 % of the Company’s ordinary shares voted for the appointment of directors can elect all of the directors. Prior to the consummation of an initial Business Combination, only holders of the Company’s Class B ordinary shares will (i) have the right to vote on the appointment and removal of directors and (ii) be entitled to vote on continuing the Company in a jurisdiction outside the Cayman Islands (including any special resolution required to amend our constitutional documents or to adopt new constitutional documents, in each case, as a result of approving a transfer by way of continuation in a jurisdiction outside the Cayman Islands). Holders of the Company’s Class A ordinary shares will not be entitled to vote on these matters during such time. These provisions of the Company’s amended and restated memorandum and articles of association may only be amended if approved by a special resolution passed by the affirmative vote of at least 90 % (or, where such amendment is proposed in respect of the consummation of an initial Business Combination, two-thirds) of the votes cast by such shareholders as, being entitled to do so, vote in person or, where proxies are allowed, by proxy at the applicable general meeting of the Company. Note 8 — Segment Information FASB ASC Topic 280, “Segment Reporting”, establishes standards for companies to report, in their financial statements, information about operating segments, products, services, geographic areas, and major customers. Operating segments are defined as components of an enterprise that engage in business activities from which it may recognize revenues and incur expenses, and for which separate financial information is available that is regularly evaluated by the Company’s CODM, or group, in deciding how to allocate resources and assess performance. The Company’s CODM has been identified as the Chief Executive Officer , who reviews the operating results for the Company as a whole to make decisions about allocating resources and assessing financial performance. Accordingly, management has determined that the Company only has one reportable segment. The CODM assesses performance for the single segment and decides how to allocate resources based on net income or loss that also is reported on the statement of operations as net income or loss. The measure of segment assets is reported on the balance sheet as total assets. When evaluating the Company’s performance and making key decisions regarding resource allocation, the CODM reviews several key metrics included in net income or loss and total assets, which include the following: December 31, 2025 Deferred offering costs $ 351,275 F- 20 ABONY ACQUISITION CORP. I NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 For the Period from November 13, 2025 (Inception) through December 31, 2025 General and administrative costs $ 99,715 The CODM reviews general and administrative costs to manage and forecast cash to ensure enough capital is available to complete a Business Combination or similar transaction within the Business Combination period. The CODM also reviews general and administrative costs to manage, maintain and enforce all contractual agreements to ensure costs are aligned with all agreements and budget. General and administrative costs, as reported on the statement of operations, are the significant segment expenses provided to the CODM on a regular basis. All other segment items included in net income or loss are reported on the statement of operations and described within their respective disclosures. The CODM reviews the position of total assets available with the Company to assess if the Company has sufficient resources available to discharge its liabilities. The CODM is provided with details of cash and liquid resources available with the Company. Additionally, the CODM regularly reviews the status of deferred costs incurred to assess if these are in line with the planned use of proceeds to be raised from the public offering. Note 9 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date through the date that the financial statements were issued. Based upon this review, other than noted below, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statement. On January 26, 2026, the Sponsor granted membership interest equivalent to the aggregate of 175,000 founder shares to independent directors and an officer. The registration statement for the Company’s Initial Public Offering was declared effective on January 30, 2026. On February 20, 2026, the Company consummated its Initial Public Offering, which consisted of 23,000,000 Units, generating gross proceeds to the Company of $ 230,000,000 . Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 695,000 Private Placement Units to the Sponsor and BTIG, LLC, generating gross proceeds of $ 6,950,000 . Of those 695,000 Private Placement Units, the Sponsor purchased 465,000 Private Placement Units and BTIG, LLC purchased 230,000 Private Placement Units. Following the closing of the Initial Public Offering on February 20, 2026, an amount of $ 230,000,000 ($ 10.00 per Unit) from the net proceeds of the sale of the Units, and a portion of the net proceeds from the sale of the Private Placement Units, was held in the Trust Account. . The underwriters were paid a cash underwriting discount of 2.00 % of the gross proceeds of the units offered in the Initial Public Offering, or $ 4,600,000 upon the closing of the Initial Public Offering. Additionally, the underwriters are entitled to a deferred underwriting discount of 3.50 % of the gross proceeds of the Initial Public Offering held in the Trust Account, $ 8,050,000 , payable to BTIG, LLC to be deposited in the Trust Account and released to BTIG, LLC only upon the completion of an initial Business Combination. Upon the closing of the Initial Public Offering, the $ 302,954 outstanding under the Promissory Note was fully settled. Borrowings under the note are no longer available. Commencing on the effective date of the securities of the Company are first listed, February 18, 2026, the Company entered into an agreement with an affiliate of the Sponsor to pay an aggregate of $ 25,000 per month for the services of the Chief Financial Officer and Chief Operating Officer and for office space and administrative support. F- 21