Item 5. Other Information
ITEM
5. OTHER INFORMATION
As
previously disclosed, the Company received notices from The Nasdaq Stock Market LLC (“Nasdaq”) regarding certain continued
listing deficiencies, including the Company’s failure to regain compliance with the minimum Market Value of Listed Securities requirement
for continued listing on the Nasdaq Global Market and its failure to timely file its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025. The Company filed its Annual Report on Form 10-K on April 23, 2026.
During the three months ended June 30, 2026, no director or officer of the Company
adopted , modified , or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement, in each case, as defined
in Item 408 of Regulation S-K.
On
May 12, 2026, the Company received notice from Nasdaq that Nasdaq had approved the Company’s application to transfer the listing
of its ordinary shares, units and rights from the Nasdaq Global Market to the Nasdaq Capital Market, effective at the opening of business
on May 14, 2026. The Company’s securities will continue to trade under the symbols “QETA,” “QETAU” and
“QETAR,” respectively. Nasdaq also notified the Company that it had regained compliance with the minimum market value of
listed securities requirement under Nasdaq Listing Rule 5450(b)(2), that it was in compliance with all applicable continued listing standards
following approval of the phasedown application, and that the previously scheduled hearing before the Nasdaq Hearings Panel had been
cancelled.
22
ITEM
6. EXHIBITS
The
following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.
Exhibit
No.
Description
31.1*
Certification of Principal 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 Principal 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 Principal 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 Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*
Inline
XBRL Instance Document
101.CAL*
Inline
XBRL Taxonomy Extension Calculation Linkbase Document
101.SCH*
Inline
XBRL Taxonomy Extension Schema Document
101.DEF*
Inline
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*
Inline
XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*
Inline
XBRL Taxonomy Extension Presentation Linkbase Document
104*
Cover
Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
*
Filed
herewith.
**
Furnished.
23
SIGNATURES
In
accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
QUETTA
ACQUISITION CORPORATION
Date:
August 14, 2026
By:
/s/
Zihan Chen
Name:
Zihan
Chen
Title:
Chairperson,
Chief Executive Officer
(Principal
Executive Officer)
24
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.