6 unchanged sentences
Management’s Report on Internal Controls Over Financial Reporting
−Removed: This Annual 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 rules of the SEC for newly public companies.
+Added: As required by SEC rules and regulations implementing Section 404 of the Sarbanes-Oxley Act, our management is responsible for establishing and maintaining adequate internal control over financial reporting.
+Added: Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external reporting purposes in accordance with U.S.
+Added: Our internal control over financial reporting includes those policies and procedures that:
+Added: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of our company,
+Added: (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors, and
+Added: (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the consolidated financial statements.
+Added: Because of its inherent limitations, internal control over financial reporting may not prevent or detect errors or misstatements in our consolidated financial statements.
+Added: Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate.
+Added: Management assessed the effectiveness of our internal control over financial reporting as of December 31, 2025.
+Added: In making these assessments, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework (2013).
+Added: Based on our assessments and those criteria, management determined that our internal controls over financial reporting were effective as of December 31, 2025.
+Added: This Annual Report does not include an attestation report of internal controls from our independent registered public accounting firm due to our status as an emerging growth company under the JOBS Act.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: Other Information
+Added: Disclosure Regarding Foreign Jurisdictions That Prevent Inspections
Directors, Executive Officers and Corporate Governance.
9 unchanged sentences
Kadenacy , our Chairman and Chief Executive Officer, is a Co-Founder and a Co- Managing Partner of SilverBox Capital.
−Removed: Kadenacy has been serving as Chief Financial Officer of BRCC since September 2023 and Chairman and Chief Executive Officer of SBXD since its initial public in August 2024.
−Removed: He has also served as the Chairman of Centerline Logistics Corp, a leading marine oil transportation services firm and ship assist company, since July 2019.
+Added: Kadenacy has been serving as a member of the Board of BRCC since April 2025, Chairman and Chief Executive Officer of SBXD since its initial public in August 2024 and Chairman and CEO of SBXE since its initial public offering in December 2025.
+Added: Kadenacy served as Chief Financial Officer of BRCC from September 2023 to June 2025.
+Added: He also served as the Chairman of Centerline Logistics Corp, a leading marine oil transportation services firm and ship assist company, from July 2019 until its sale in September 2025.
Kadenacy served as the Chairman and Chief Executive Officer of SBXC until its dissolution in December 2024 as the Chief Executive Officer of SBEA until its business combination with BRCC in February 2022 and as Chairman and CEO of Boxwood Merger Corp until its business combination and remained on the board of directors of the combined company, Atlas Technical Consultants, Inc., until April 2020.
7 unchanged sentences
Previously, he founded Helena Capital, a merchant bank and a predecessor company of SilverBox Capital, in April 2015 and served as Chief Executive Officer until January 2017, and then again from October 2018.
−Removed: Reece has been serving as Founding Partner of SBXD since August 2024 and is the Chief Executive Officer of SilverBox Securities.
−Removed: Reece has been serving as Non-Executive Chairman of Compass Minerals since May 2021, having been a member of the board of directors since 2019.
+Added: Reece has been serving as Founding Partner of SBXD since August 2024 and Founding Partner of SBXE since December 2025.
+Added: He is also the Chief Executive Officer of SilverBox Securities.
+Added: Reece has been serving as a member of the Board of Americold Realty Trust since December 2025.
+Added: Reece has also been serving as Non-Executive Chairman of Compass Minerals since May 2021, having been a member of the board of directors since 2019.
He has also been serving as Chairman of NCR Atleos Corporation since October 2023 after serving as Chairman of predecessor NCR Corporation from May 2023 and lead independent director from November 2022 to May 2023.
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Duncan Murdoch , our Chief Investment Officer, has over 25 years of private equity and investment banking experience.
−Removed: Murdoch is currently the Chief Investment Officer of SilverBox Capital and has served as Chief Investment Officer of SBXD since its initial public offering in August 2024.
+Added: Murdoch is currently the Chief Investment Officer of SilverBox Capital and has served as Chief Investment Officer of SBXD since its initial public offering in August 2024 and as Chief Investment Officer of SBXE since its initial public offering in December 2025.
+Added: Murdoch has been serving as a member of the board of Bearing Advisors LLC since July 2025.
Murdoch served as Chief Investment Officer of Boxwood Capital, the predecessor to SilverBox Capital, since April 2020.
Previously, Mr.
−Removed: Murdoch served as Chief Investment Officer of SBXC until its dissolution in December 2024, as Chief Investment Officer of SBEA until its business combination with BRCC in February 2022, and as Chief
−Removed: Investment Officer of Boxwood Merger Corp.
+Added: Murdoch served as Chief Investment Officer of SBXC until its dissolution in December 2024, as Chief Investment Officer of SBEA until its business combination with BRCC in February 2022, and as Chief Investment Officer of Boxwood Merger Corp.
until its business combination with Atlas Technical Consultants, Inc.
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Jin Chun , our Chief Operating Officer, has more than 20 years of private equity and investment banking experience.
−Removed: Chun is a Partner of SilverBox Capital, the Chief Operating Officer of SilverBox Securities and has been serving as Chief Operating Officer of SBXD since its initial public offering in August 2024.
+Added: Chun is a Partner of SilverBox Capital, the Chief Operating Officer of SilverBox Securities and has been serving as Chief Operating Officer of SBXD since its initial public offering in August 2024 and as Chief Operating Officer of SBXE since its initial public offering in December 2025.
He served as Chief Operating Officer of SBXC until its dissolution in December 2024 and Chief Operating Officer of SBEA until its business combination with BRCC in February 2022.
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Chun serves on the board of directors of Read Ahead, Inc.
−Removed: Esters , our Chief Financial Officer and director, is the Chief Financial Officer and a Partner of SilverBox Capital, the Chief Financial Officer and Chief Compliance Officer of SilverBox Securities and has been serving as Chief Financial Officer of SBXD since its initial public offering in August 2024.
+Added: Esters , our Chief Financial Officer and director, is the Chief Financial Officer and a Partner of SilverBox Capital, the Chief Financial Officer and Chief Compliance Officer of SilverBox Securities.
+Added: Hehas been serving as Chief Financial Officer of SBXD since its initial public offering in August 2024 and as Chief Financial Officer of SBXE since its initial public offering in December 2025.
He formerly served as the Chief Financial Officer and director of SBXC until its dissolution in December 2024, as the Chief Financial Officer of SBEA until its business combination with BRCC in February 2022 and as the Chief Financial Officer of Boxwood Merger Corp.
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middle market companies as legal counsel.
−Removed: Lee has been serving as General Counsel of SBXD since its initial public offering in August 2024.
+Added: Lee has been serving as General Counsel of SBXD since its initial public offering in August 2024 and as General Counsel of SBXD since its initial public offering in December 2025.
He formerly served as the General Counsel of SBXC from February 2023 until its dissolution in December 2024 and as the General Counsel of Boxwood Merger Corp.
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Lee holds a Bachelor’s degree in political science from the University of Chicago and a law degree from Northwestern University School of Law.
−Removed: Eilers, one of our independent directors, has been an investment banker for over 30 years.
−Removed: Most recently, Mr.
−Removed: Eilers was a Managing Director at UBS Securities LLC, the investment banking division of UBS AG, where he was Global Co-Head of the Alternative Capital Group and a member of the Global Banking Management Committee from 2019 to 2023.
−Removed: As Co-Head of the Alternative Capital Group, Mr.
−Removed: Eilers had joint responsibility for managing the Global Financial Sponsors Group, the Private Funds Group, Family Office Coverage, Sovereign Wealth Coverage and the Canada Investment Banking business.
−Removed: Eilers was Global Co-head of the Financial Sponsors Group at UBS in additional to being a member of the Global Banking Management Committee from 2015 to 2019.
−Removed: Prior to joining UBS, Mr.
−Removed: Eilers was a Managing Director in the Investment Banking division at Morgan Stanley in the Financial Sponsors Group from 2005 to 2015 where he had day to day responsibility for some of Morgan Stanley’s largest private equity clients.
−Removed: Before joining Morgan Stanley, Mr.
−Removed: Eilers was a Senior Managing Director at Bear Stearns & Co.
−Removed: in the Financial Sponsors Group.
−Removed: Eilers began his investment banking career at Donaldson, Lufkin & Jenrette (“DLJ”) where he held numerous roles from 1991 to 2001.
−Removed: While at DLJ, he specialized in leveraged finance and private equity transactions.
−Removed: Eilers is on the External Advisory Board of the Leonard Davis Institute of Health Economics at the University of Pennsylvania.
−Removed: Eilers holds a B.A.
−Removed: in History from the University of Pennsylvania.
−Removed: Eilers is well-qualified to serve as director due to his extensive finance and investment experience.
+Added: Glenn Marino has over 30 years of experience in the consumer finance industry.
+Added: Marino has served on the board of directors of Upbound Group, Inc.
+Added: (formerly Rent-A-Center, Inc.), a publicly traded, lease-to-own provider, since 2020.
+Added: Previously he served on the board of directors and compensation committee of PRA Group, Inc from 2024 to 2025.
+Added: Prior to serving in that role, he was the Executive Vice President, Chief Commercial Officer and CEO of the Payment Solutions business at Synchrony Financial, Inc.
+Added: (“Synchrony”), a publicly traded financial services company, from 2014 to 2018.
+Added: Prior to the spin-off of Synchrony by General Electric Corporation (“GE”) in 2014, Marino served as CEO of Sales Finance from 2002 until 2014 for GE’s North American retail finance business.
+Added: He also previously served as President of Monogram Credit Services, a joint venture between GE and Bank One Corporation (now part of JPMorgan Chase) and Chief Risk Officer – Consumer Cards Services for GE Capital.
+Added: During his tenure with Synchrony, Marino led the organization to becoming one of the premier “Point-of-Sale” companies in the financial industry.
+Added: Before joining General Electric, Marino held roles of increasing responsibility in finance with Citibank and Xerox Corporation.
+Added: He earned a Bachelor of Science in Biology from Syracuse University and a Master of Business Administration from the University of Michigan.
+Added: Marino is well-qualified to serve as a director due to his extensive business, investment, and financial experience.
Jonathan Lewis, one of our independent directors, is the Founder & CEO of Cortlandt, a dynamic exchange of knowledge for profit.
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in Finance from The Wharton School at the University of Pennsylvania.
−Removed: Lewis is well-qualified to serve as director due to this extensive finance and investment experience.
+Added: Lewis is well-qualified to serve as director due to his extensive finance and investment experience.
Seaton , one of our independent directors, has been a leader and innovator in the Sports Construction sector for over 40 years.
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In addition, certain members of our management team previously served as an officer or director of Boxwood Merger Corp.
−Removed: a blank check company which raised an aggregate of $200.0 million in its initial public offering in November 2018 and consummated an initial business combination with Atlas Intermediate Holdings LLC, a provider of professional testing, inspection, engineering and consulting services, in February 2020.
+Added: a blank check company which raised an aggregate of $200.0 million in its initial public offering in November 2018 and consummated an
+Added: initial business combination with Atlas Intermediate Holdings LLC, a provider of professional testing, inspection, engineering and consulting services, in February 2020.
Reece served as the lead independent director, Mr.
−Removed: Kadenacy served as Chairman and Chief
−Removed: Executive Officer, Mr.
+Added: Kadenacy served as Chairman and Chief Executive Officer, Mr.
Murdoch served as Chief Investment Officer and Mr.
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Number and Terms of Office of Officers and Directors
−Removed: Our board of directors will consist of five members.
+Added: Our board of directors consists of five members.
Holders of our founder shares have the right to elect all of our directors or remove any one of them for any reason prior to consummation of our initial business combination and holders of our public shares will not have the right to vote on the election or removal of directors during such time.
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Each member of the audit committee is financially literate and our board of directors has determined that Mr.
−Removed: Eilers qualifies as an “audit committee financial expert” as defined in applicable SEC rules and has accounting or related financial management expertise.
+Added: Marino qualifies as an “audit committee financial expert” as defined in applicable SEC rules and has accounting or related financial management expertise.
We adopted an audit committee charter, details the purpose and principal functions of the audit committee, including:
108 unchanged sentences
Co-Managing Partner
+Added: SilverBox Corp V
+Added: Blank check company
+Added: Founding Partner
SilverBox Securities LLC
4 unchanged sentences
Executive Chairman
+Added: Americold Realty Trust
+Added: Temperature controlled warehouses
Branded coffee
−Removed: Chief Financial Officer
SilverBox Capital LLC
1 unchanged sentence
Co-Managing Partner
−Removed: Centerline Logistics Corp.
−Removed: Energy Transportation
+Added: SilverBox Corp V
+Added: Blank check company
+Added: Co-Managing Partner
Duncan Murdoch
SilverBox Capital LLC
−Removed: Investments and SPAC Sponsorship
+Added: Financial advisory, investments and SPAC sponsorship
Chief Investment Officer
+Added: SilverBox Corp V
+Added: Blank check company
+Added: Chief Investment Officer
SilverBox Capital LLC
−Removed: Investments and SPAC Sponsorship
+Added: Financial advisory, investments and SPAC sponsorship
+Added: SilverBox Corp V
+Added: Blank check company
+Added: Chief Operating Officer
SilverBox Securities LLC
2 unchanged sentences
SilverBox Capital LLC
−Removed: Investments and SPAC Sponsorship
+Added: Financial advisory, investments and SPAC sponsorship
Chief Financial Officer
+Added: SilverBox Corp V
+Added: Blank check company
+Added: Chief Financial Officer
SilverBox Securities LLC
2 unchanged sentences
SilverBox Capital LLC
−Removed: Investments and SPAC Sponsorship
+Added: Financial advisory, investments and SPAC sponsorship
General Counsel
+Added: SilverBox Corp V
+Added: Blank check company
+Added: General Counsel
Jonathan Lewis
1 unchanged sentence
Chief Executive Officer
+Added: Upbound Group, Inc.
+Added: Consumer financial services
Seaton Asset L.P.
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(1) Each of the entities listed in this table may have competitive interests with our company with respect to the performance by each individual listed in this table of his or her obligations.
−Removed: Currently, Mr.
−Removed: Eilers does not owe any fiduciary duties, or otherwise have any contractual obligations, to any other entity.
In addition, our sponsor or any of its affiliates, or any of their respective clients, may make additional investments in the company in connection with the initial business combination, although our sponsor and its affiliates have no obligation or current intention to do so.
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In the event that we submit our initial business combination to our public shareholders for a vote, our initial shareholders, officers and directors have agreed to vote any founder shares and any public shares held by them in favor of our initial business combination, and our officers and directors also have agreed to vote public shares purchased by them (if any) during or after our initial public offering (including in open market and privately- negotiated transactions) in favor of our initial business combination (except that any public shares such parties may purchase in compliance with the requirements of Rule 14e-5 under the Exchange Act would not be voted in favor of approving the business combination transaction, 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.
−Removed: The sponsor non-managing members are not required to (i) hold any units, Class A ordinary shares or public warrants they may purchase in our initial public offering or thereafter for any amount of time, or enter into a lock-up agreement with us or the underwriters with respect to any units, Class A ordinary shares or public warrants, (ii) vote any Class A ordinary shares they may own at the applicable time in favor of our initial business combination or (iii) refrain from exercising their right to redeem their public shares
−Removed: at the time of our initial business combination.
+Added: The sponsor non-managing members are not required to (i) hold any units, Class A ordinary shares or public warrants they may purchase in our initial public offering or thereafter for any amount of time, or enter into a lock-up agreement with us or the underwriters with respect to any units, Class A ordinary shares or public warrants, (ii) vote any Class A ordinary shares they may own at the applicable time in favor of our initial business combination or (iii) refrain from exercising their right to redeem their public shares at the time of our initial business combination.
The sponsor non-managing members will have the same rights to the funds held in the trust account with respect to the Class A ordinary shares underlying the units they may purchase in our initial public offering as the rights afforded to our other public shareholders.
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The SEC adopted final rules implementing the incentive-based compensation recovery provisions of the Dodd-Frank Act, and the NYSE has adopted listing standards consistent with the SEC rules.
−Removed: In compliance with those standards, we have adopted an incentive compensation recoupment policy, or “clawback” policy, which applies to our executive officers, within the meaning of Section 10D of the Exchange Act and Rule 10D-1 promulgated thereunder, who were employed by the Company or a subsidiary of the Company during the applicable recovery period.
+Added: In compliance with those standards, we have adopted an incentive
+Added: compensation recoupment policy, or “clawback” policy, which applies to our executive officers, within the meaning of Section 10D of the Exchange Act and Rule 10D-1 promulgated thereunder, who were employed by the Company or a subsidiary of the Company during the applicable recovery period.
Under the policy, in the event that the financial results upon which a cash or equity-based incentive award was predicated become the subject of a financial restatement that is required because of material non-compliance with financial reporting requirements, the Compensation Committee will conduct a review of awards covered by the policy and recoup any erroneously awarded incentive-based compensation to ensure that the ultimate payout gives retroactive effect to the financial results as restated.
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Sculptor Capital LP (6)
+Added: AQR Capital Management, LLC (7)
+Added: The Goldman Sachs Group, Inc.
+Added: Barclays PLC (9)
+Added: (1) Unless otherwise noted, the business address of each of the following entities or individuals is c/o SilverBox Corp IV, 8701 Bee Cave Road, East Building, Suite 310, Austin TX 78746.
+Added: (2) Interests shown consist of 5,000,000 Class B ordinary shares which are referred to herein as founder shares and 455,000 Class A ordinary shares included in the private placement units.
+Added: The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of our initial business combination or at any time prior thereto at the option of the holder thereof, on a one-for-one basis, subject to adjustment, as described in the section entitled “Description of Securities.”
(3) SilverBox Sponsor IV LLC is the record holder of the shares reported herein.
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Such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.
−Removed: (2) Interests shown consist of 5,000,000 Class B ordinary shares which are referred to herein as founder shares and 455,000 Class A ordinary shares included in the private placement units.
−Removed: The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of our initial business combination or at any time prior thereto at the option of the holder thereof, on a one-for-one basis, subject to adjustment, as described in the section entitled “Description of Securities.”
−Removed: (3) The sponsor non-managing members purchased non-managing membership interests in our sponsor reflecting interests in an aggregate of 350,000 of the 455,000 private placement units purchased by our sponsor at a price of $10.00 per interest ($3,500,000
−Removed: in the aggregate);
+Added: The sponsor non-managing members purchased non-managing membership interests in our sponsor reflecting interests in an aggregate of 350,000 of the 455,000 private placement units purchased by our sponsor at a price of $10.00 per interest ($3,500,000 in the aggregate);
with each sponsor non-managing member purchasing, through the sponsor, the private placement warrants allocated to it in connection with the closing of our initial public offering, the sponsor issued membership interests at a nominal purchase price to the sponsor non-managing members at the closing of our initial public offering reflecting interests in an aggregate of 2,800,000 founder shares held by sponsor.
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(5) The information in the table above is based solely on information contained in this shareholder’s Schedule 13G filed on November 14, 2024, by or on behalf of Polar Asset Management Partners Inc., a company incorporated under the laws of Ontario, Canada, which serves as the investment advisor to Polar Multi-Strategy Master Fund, a Cayman Islands exempted company (“ PMSMF ”) with respect to the shares and warrants directly held by PMSMF.
−Removed: The address of the business office of PMSFS is 16 York Street, Suite 2900, Toronto, ON, Canada M5J 0E6.
+Added: The address of the business office of PMSMF is 16 York Street, Suite 2900, Toronto, ON, Canada M5J 0E6.
(6) The information in the table above is based solely on information contained in this shareholder’s Schedule 13G filed on November 14, 2024, by or on behalf of Sculptor Capital LP (“Sculptor”), Sculptor Capital Holding Corp.
1 unchanged sentence
(“SCU”), Sculptor Master Fund, Ltd., Sculptor Special Funding, LP, each of which share voting and dispositive power with respect to certain of the reported shares shown above.
−Removed: Sculptor serves as the principal investment managers to a number of private funds and discretionary accounts (collectively, the “Accounts”), which hold the ordinary shares reported above, and thus may be deemed beneficial owners of the shares of Class A ordinary shares in the Accounts managed by Sculptor.
+Added: Sculptor serves as the principal investment managers to a number of private funds and discretionary accounts (collectively, the “Accounts”), which hold the ordinary shares reported above, and thus may be deemed beneficial owners of the SilverBox Class A Ordinary Shares in the Accounts managed by Sculptor.
SCHC serves as the sole general partner of Sculptor.
2 unchanged sentences
The address of the business office of Sculptor Capital LP is 9 West 57th Street, New York, New York 10019.
−Removed: Unless otherwise noted, the business address of each of the following entities or individuals is c/o SilverBox Corp IV, 1250 S.
−Removed: Capital of Texas Highway, Building 2, Suite 285, Austin TX 78746.
+Added: (7) The information in the table above is based solely on information contained in the shareholder’s Schedule 13G filed on February 13, 2025, by or on behalf of AQR Capital Management, LLC, AQR Capital Management, LLC and AQR Arbitrage, LLC (collectively, “AQR”) AQR Capital Management, LLC is a wholly-owned subsidiary of AQR Capital Management Holdings, LLC.
+Added: AQR Arbitrage, LLC is deemed to be controlled by AQR Capital Management, LLC.
+Added: The address office of AQR is One Greenwich Plaza, Suite 130, Greenwich CT 06830.
+Added: (8) The information in the table above is based solely on information contained in the shareholder’s Schedule 13G filed on February 10, 2025, by or on behalf of The Goldman Sachs Group, Inc.
+Added: and Goldman Sachs & Co.
+Added: LLC (collectively, “GS”).
+Added: The address office of GS is 200 West Street, New York, NY 10282.
+Added: (9) The information in the table above is based solely on information contained in the shareholder’s Schedule 13G filed on March 21, 2025, by or on behalf of Barclays PLC.
+Added: The address office of Barclays PLC is 1 Churchill Place, London E14 5HP.
Our sponsor has the right to elect all of our directors prior to the consummation of our initial business combination as a result of holding all of the founder shares.
85 unchanged sentences
The following is a summary of fees paid to Withum for services rendered.
−Removed: During the period from April 16, 2024 (inception) through December 31, 2024, fees for our independent registered public accounting firm were approximately $107,640 for the services Withum performed in connection with our Initial Public Offering and the audit of our December 31, 2024 financial statements included in this Annual Report on Form 10-K.
+Added: During the year ended December 31, 2025 and for the period from April 16, 2024 (inception) through December 31, 2024, fees for our independent registered public accounting firm were approximately $126,360 and $107,640, respectively, for the services Withum performed in connection with our Initial Public Offering and the audit of our December 31, 2025 and December 31, 2024 financial statements included in this Annual Report on Form 10-K.
Audit-Related Fees .
−Removed: During the period from April 16, 2024 (inception) through December 31, 2024, 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.
−Removed: During the period from April 16, 2024 (inception) through December 31, 2024, our independent registered public accounting firm did not render services to us for tax compliance, tax advice and tax planning.
+Added: During the year ended December 31, 2025 and the period from April 16, 2024 (inception) through December 31, 2024, 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.
+Added: During the year ended December 31, 2025 and the period from April 16, 2024 (inception) through December 31, 2024, fees for our independent registered public accounting firm for tax compliance, tax advice and tax planning were approximately $4,160 and $0, respectively.
All Other Fees .
−Removed: During the period from April 16, 2024 (inception) through December 31, 2024, there were no fees billed for products and services provided by our independent registered public accounting firm other than those set forth above.
+Added: During the year ended December 31, 2025 and the period from April 16, 2024 (inception) through December 31, 2024, 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
29 unchanged sentences
Form of Indemnification Agreement (Exhibit 10.6 to the Company’s Current Report on Form 8-K filed on August 19, 2024, incorporated by reference herein)
−Removed: Insider Trading Policy
+Added: Insider Trading Policy (incorporated by reference to Exhibit 19.1 to the Company’s Annual Report on Form 10-K filed on March 13, 2025)
Power of Attorney (Included on the Signature Page hereto)
25 unchanged sentences
March 19, 2026
−Removed: /s/ Matthew R.
+Added: /s/ Glenn Marino
March 19, 2026
5 unchanged sentences
INDEX TO FINANCIAL STATEMENTS
−Removed: Report of Independent Registered Public Accounting Firm
+Added: Report of Independent Registered Public Accounting Firm PCAOB ID Number 100
Financial Statements:
−Removed: Balance Sheet
−Removed: Statement of Operations
−Removed: Statement of Changes in Shareholders’ Deficit
−Removed: Statement of Cash Flows
+Added: Balance Sheets as of December 31, 2025 and 2024
+Added: Statements of Operations for the Year Ended December 31, 2025 and for the Period from April 16, 2024 (Inception) Through December 31, 2024
+Added: Statements of Changes in Shareholders’ Deficit for the Year Ended December 31, 2025 and for the Period from April 16, 2024 (Inception) Through December 31, 2024
+Added: Statements of Cash Flows for the Year Ended December 31, 2025 and for the Period from April 16, 2024 (Inception) Through December 31, 2024
Notes to Financial Statements
3 unchanged sentences
Opinion on the Financial Statements
−Removed: We have audited the accompanying balance sheet of SilverBox Corp IV as of December 31, 2024, the related statements of operations, changes in shareholders’ deficit, and cash flows for the period from April 16, 2024 (inception) through December 31, 2024 and the related notes (collectively referred to as the “financial statements”).
−Removed: In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and the results of its operations and its cash flows for the period from April 16, 2024 (inception) through December 31, 2024 in conformity with accounting principles generally accepted in the United States of America.
+Added: We have audited the accompanying balance sheets of SilverBox Corp IV (the “Company”) as of December 31, 2025 and 2024, the related statements of operations, changes in shareholders’ deficit, and cash flows for the year ended December 31, 2025 and for the period from April 16, 2024 (inception) through December 31, 2024, and the related notes (collectively referred to as the “financial statements”).
+Added: In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for the year ended December 31, 2025 and for the period from April 16, 2024 (inception) through December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
+Added: Going Concern
+Added: The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.
+Added: As discussed in Note 1 to the financial statements, if the Company is unable to raise additional funds to alleviate liquidity needs and complete a business combination by August 19, 2026, then the Company will cease all operations except for the purpose of liquidating.
+Added: The liquidity condition and date for mandatory liquidation and subsequent dissolution raises substantial doubt about the Company’s ability to continue as a going concern.
+Added: Management’s plans in regard to these matters are also described in Note 1.
+Added: The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Basis for Opinion
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The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.
−Removed: 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.
+Added: 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 Company's internal control over financial reporting.
Accordingly, we express no such opinion.
7 unchanged sentences
March 19, 2026
+Added: PCAOB ID Number 100
SILVERBOX CORP IV
−Removed: BALANCE SHEET
−Removed: December 31, 2024
+Added: BALANCE SHEETS
Current assets
7 unchanged sentences
Accrued expenses
+Added: Advance from related party
Accrued offering costs
3 unchanged sentences
Total Liabilities
−Removed: Commitments and Contingencies
−Removed: Class A ordinary shares subject to possible redemption, 20,000,000 shares at redemption value of $ 10.23 per share
+Added: Commitments and Contingencies (Note 5)
+Added: Class A ordinary shares subject to possible redemption;
+Added: 20,000,000 shares at redemption value of $ 10.67 and $ 10.23 per share as of December 31, 2025 and 2024, respectively
Shareholders’ Deficit
1 unchanged sentence
1,000,000 shares authorized;
−Removed: none issued or outstanding
+Added: none issued and outstanding as of December 31, 2025 and 2024
Class A ordinary shares, $ 0.0001 par value;
200,000,000 shares authorized;
−Removed: 455,000 shares issued and outstanding (excluding 20,000,000 shares subject to possible redemption)
+Added: 455,000 issued and outstanding (excluding 20,000,000 subject to possible redemption) as of December 31, 2025 and 2024
Class B ordinary shares, $ 0.0001 par value;
20,000,000 shares authorized;
−Removed: 5,000,000 shares issued and outstanding
+Added: 5,000,000 shares issued and outstanding as of December 31, 2025 and 2024
Additional paid-in capital
1 unchanged sentence
( 12,827,551 )
+Added: ( 9,903,951 )
Total Shareholders’ Deficit
( 12,827,005 )
+Added: ( 9,903,405 )
Total Liabilities and Shareholders’ Deficit
−Removed: The accompanying notes are an integral part of this financial statement.
+Added: The accompanying notes are an integral part of these financial statements.
SILVERBOX CORP IV
−Removed: STATEMENT OF OPERATIONS
−Removed: FOR THE PERIOD FROM APRIL 16, 2024 (INCEPTION) THROUGH DECEMBER 31, 2024
+Added: STATEMENTS OF OPERATIONS
+Added: For the Period
+Added: from April 16,
+Added: 2024 (Inception)
+Added: December 31, 2025
+Added: December 31, 2024
General and administrative expenses
Loss from operations
+Added: ( 2,923,600 )
Other income:
Change in fair value of over-allotment option liability
+Added: Compensation expense
Interest earned on investments held in Trust Account
4 unchanged sentences
Basic and diluted net income per share, Class B ordinary shares
−Removed: The accompanying notes are an integral part of this financial statement.
+Added: The accompanying notes are an integral part of these financial statements.
SILVERBOX CORP IV
−Removed: STATEMENT OF CHANGES IN SHAREHOLDERS’ DEFICIT
+Added: STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT
+Added: FOR THE YEAR ENDED DECEMBER 31, 2025 AND
FOR THE PERIOD FROM APRIL 16, 2024 (INCEPTION) THROUGH DECEMBER 31, 2024
15 unchanged sentences
( 9,903,405 )
−Removed: The accompanying notes are an integral part of this financial statement.
+Added: Fair value of Founder Shares transferred to director
+Added: Accretion for Class A ordinary shares to redemption amount
+Added: ( 8,639,532 )
+Added: ( 8,692,532 )
+Added: Balance - December 31, 2025
+Added: ( 12,827,551 )
+Added: ( 12,827,005 )
+Added: The accompanying notes are an integral part of these financial statements.
SILVERBOX CORP IV
−Removed: STATEMENT OF CASH FLOWS
−Removed: FOR THE PERIOD FROM APRIL 16, 2024 (INCEPTION) THROUGH DECEMBER 31, 2024
+Added: STATEMENTS OF CASH FLOWS
+Added: For the Period
+Added: Ended April 16,
+Added: 2024 (Inception)
+Added: Ended December
+Added: December 31, 2024
Cash Flows from Operating Activities:
3 unchanged sentences
( 8,692,532 )
+Added: ( 3,654,638 )
Change in fair value of over-allotment option liability
+Added: Compensation expense
Changes in operating assets and liabilities:
13 unchanged sentences
Underwriters’ reimbursement
+Added: Advance from related party
Proceeds from promissory note - related party
11 unchanged sentences
Forfeiture of Founder Shares
−Removed: The accompanying notes are an integral part of this financial statement.
+Added: The accompanying notes are an integral part of these financial statements.
SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
+Added: NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2025
4 unchanged sentences
As of December 31, 2025, the Company had not commenced any operations.
−Removed: All activity for the period from April 16, 2024 (inception) through December 31, 2024 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which is described below.
+Added: All activity for the period from April 16, 2024 (inception) through December 31, 2025 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which is described below, and since the Initial Public Offering, the search for a prospective initial Business Combination.
The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest.
−Removed: The Company will generate non-operating income in the form of interest income on investments from the proceeds derived from the Initial Public Offering.
+Added: The Company generates non-operating income in the form of interest income on investments from the proceeds derived from the Initial Public Offering.
The Company’s sponsor is SilverBox Sponsor IV LLC, a Delaware limited liability company (the “Sponsor”).
13 unchanged sentences
and (3) the redemption of all of the Company’s Public Shares if the Company has not completed an initial Business Combination within the Completion Window, subject
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
to applicable law.
12 unchanged sentences
(3) waive their rights to liquidating distributions from the Trust Account with respect to any Founder Shares they hold if the Company fails to complete its initial Business Combination within the Combination 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 the initial Business Combination within the completion window) and (4) vote their Founder Shares and any public shares purchased during or after the Initial Public Offering (including in open market and privately negotiated transactions) in favor of the initial Business Combination (except that any public shares such parties may purchase in compliance with the requirements of Rule 14e-5 under the Securities Exchange Act of 1934 would not be voted in favor of approving the Business Combination transaction).
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
The Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) 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 similar agreement or Business Combination agreement, reduce the amount of funds in the Trust Account to below (1) $ 10.05 per Public Share or (2) the actual amount per share held in the Trust Account as of the date of the liquidation of the Trust Account if less than $ 10.05 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 (as defined in Note 2).
2 unchanged sentences
None of the Company’s officers or directors will indemnify the Company for claims by third parties including, without limitation, claims by vendors and prospective target businesses.
−Removed: Liquidity and Capital Resources
−Removed: As of December 31, 2024, the Company had $ 819,362 in cash and working capital of $ 811,799 .
−Removed: In connection with the Company's assessment of going concern considerations in accordance with ASC 205-40, “Going Concern,” and through the consummation of the Initial Public Offering, as of December 31, 2024, the Company has sufficient funds for the working capital needs of the Company until a minimum of one year from the date of issuance of these financial statements.
−Removed: The Company cannot assure that its plans to consummate an Initial Business Combination will be successful.
−Removed: The Company does not believe it will need to raise additional funds in order to meet the expenditures required for operating its business.
−Removed: 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.
−Removed: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
+Added: Business Combination
+Added: On August 6, 2025, the Company, Parataxis Holdings Inc., a Delaware corporation (“Pubco”), PTX Merger Sub I Inc., a Delaware corporation and a wholly owned subsidiary of Pubco (“SPAC Merger Sub”), PTX Merger Sub II LLC, a Delaware limited liability company and a wholly owned subsidiary of Pubco (“Parataxis Merger Sub”), Parataxis Holdings LLC, a Delaware limited liability company (“Parataxis”), the Sponsor, solely for certain limited purposes as representative of the Company shareholders, and Edward Chin, solely for certain limited purposes as representative of the members of Parataxis, entered into a business combination agreement (the “Business Combination Agreement”).
+Added: Pursuant to the Business Combination Agreement, and subject to the terms and conditions set forth therein, (a) SPAC Merger Sub will merge with and into the Company, with the Company continuing as the surviving company (the “SPAC Merger”), and with each Company shareholder receiving one share of Pubco Class A common stock (“Pubco Class A Stock”) for each SPAC Class A Ordinary Share held by such shareholder in accordance with the terms of the Business Combination Agreement and (b) Parataxis Merger Sub will merge with and into Parataxis, with Parataxis continuing as the surviving entity (the “Parataxis Merger”, and together with the SPAC Merger, the “Mergers”), and with members of Parataxis receiving shares of Pubco Class A Stock (other than certain members of Parataxis who will receive shares of Pubco Class C common stock) in exchange for their units in Parataxis in accordance with the terms of the Business Combination Agreement.
+Added: As a result of the Mergers, SPAC and Parataxis will become wholly owned subsidiaries of Pubco, and Pubco will become a publicly traded company, all upon the terms and subject to the conditions set forth in the Business Combination Agreement and in accordance with applicable law.
+Added: Prior to the SPAC Merger, the Company will de-register from the Register of Companies in the Cayman Islands by way of continuation out of the Cayman Islands and into the State of Delaware so as to re-domicile as and become a Delaware corporation.
+Added: In conjunction with the proposed Business Combination, on August 6, 2025, the Company entered into an engagement letter with Santander US Capital Markets LLC to provide capital markets advisory services pursuant to which up to $ 10.3 million total fees will become due and payable upon the successful completion of the proposed Business Combination.
+Added: Subsequently, on August 28, 2025, SilverBox and Santander entered into an amendment of the Underwriting Agreement, pursuant to which the total amount of deferred underwriting fees were reduced from $ 10.3 million to $ 6.03 million, which is the total amount owed to Santander at the time of Closing.
+Added: Liquidity, Capital Resources and Going Concern
+Added: As of December 31, 2025, the Company had $ 20,931 in cash and a working capital deficit of $ 139,768 .
+Added: In connection with the Company’s assessment of going concern considerations in accordance with ASC 205-40, “Going Concern,” as of December 31, 2025, the Company may need to raise additional capital through loans or additional investments from its Sponsor, shareholders, officers, directors, or third parties.
+Added: The Company’s officers, directors and Sponsor may, but are not obligated to, loan the Company funds, from time to time or at any time, in whatever amount they deem reasonable in their sole discretion, to meet the Company’s working capital needs.
+Added: Accordingly, the Company may not be able to obtain additional financing.
+Added: If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of a potential transaction, and reducing overhead expenses.
+Added: The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all.
+Added: Additionally, if a Business Combination is not consummated by the end of the Combination Period, currently August 19, 2026, there will be a mandatory liquidation and subsequent dissolution of the Company.
+Added: No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after the Combination Period.
+Added: The Company’s liquidity condition and mandatory liquidation within one year of the issuance of these financial statements raise substantial doubt about the Company’s ability to continue as a going concern.
+Added: Management plans to address this uncertainty through a Business Combination.
+Added: However, there can be no assurance that the Company will be able to consummate any Business Combination by the end of the Combination Period.
+Added: The Company’s liquidity condition and mandatory liquidation within one year raises substantial doubt about the Company’s ability to continue as a going concern for a period of time within one year after the date that the accompanying financial statements are issued.
+Added: Management plans to address this uncertainty through a Business Combination.
+Added: No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after the Combination Period.
+Added: The Company intends to complete the initial Business Combination before the end of the Combination Period.
+Added: However, there can be no assurance that the Company will be able to consummate any Business Combination by the end of the Combination Period.
+Added: SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
6 unchanged sentences
The JOBS Act provides that an emerging growth 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.
−Removed: 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
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
−Removed: standard at the time private companies adopt the new or revised standard.
+Added: 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.
7 unchanged sentences
The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.
−Removed: The Company had $ 819,362 in cash and no cash equivalents as of December 31, 2024.
+Added: The Company had $ 20,931 and $ 819,362 in cash and no cash equivalents as of December 31, 2025 and 2024, respectively.
Investments Held in Trust Account
−Removed: As of December 31, 2024, substantially all of the assets held in the Trust Account were held in U.S.
+Added: As of December 31, 2025 and 2024, substantially all of the assets held in the Trust Account were held in U.S.
Treasury Bills.
−Removed: The Company’s investments are presented at fair value on the balance sheet.
−Removed: Gains and losses resulting from the change in fair value of investments held in the Trust Account are included in interest earned on investments held in Trust Account in the statement of operations.
−Removed: As of December 31, 2024, the Company did not withdraw any interest earned on the Trust Account.
+Added: The Company’s investments are presented at fair value on the balance sheets.
+Added: Gains and losses resulting from the change in fair value of marketable securities held in the Trust Account are included in interest earned on investments held in Trust Account in the statements of operations.
+Added: As of December 31, 2025 and 2024, the Company did not withdraw any interest earned on the Trust Account.
Fair Value of Financial Instruments
−Removed: The fair value of the Company’s assets and liabilities, which qualify as financial instruments under Financial Accounting Standards Board (“FASB”) ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet, primarily due to its short-term nature.
+Added: The fair value of the Company’s assets and liabilities, which qualify as financial instruments under Financial Accounting Standards Board (“FASB”) ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheets, primarily due to its short-term nature.
Derivative Financial Instruments
The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”.
−Removed: For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the statement of operations.
+Added: For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations.
The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period.
−Removed: Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.
−Removed: The underwriters’ over-allotment option is deemed to be a freestanding financial instrument indexed on the contingently redeemable shares and was accounted for as a liability pursuant to ASC 480 since the option was not exercised at the Initial Public Offering.
−Removed: However, the underwriters have elected not to exercise the over-allotment option and the option expired, effective December 31, 2024, and the over-allotment option liability was derecognized in the statement of operations.
+Added: Derivative liabilities are classified in the balance sheets as current or non-current based on whether or not net cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.
+Added: The underwriters’ over-allotment option was deemed to be a freestanding financial instrument indexed on the contingently redeemable shares and was accounted for as a liability pursuant to ASC 480 since the option was not exercised at the Initial Public Offering.
+Added: However, the underwriters elected not to exercise the over-allotment option and the option expired, effective September 30, 2024, and the over-allotment option liability was derecognized.
Fair Value Measurement
Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability in an orderly transaction between market participants at the measurement date.
−Removed: GAAP establishes a three-tier fair value hierarchy, which prioritizes the
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
−Removed: inputs used in measuring fair value.
+Added: 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).
12 unchanged sentences
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 and then to the Class A ordinary shares.
−Removed: Offering costs allocated to the Class A ordinary shares were charged to temporary equity, and offering costs allocated to the Public and Private Placement Warrants were charged to shareholders’ deficit as Public and Private Placement Warrants and after management’s evaluation they were accounted for under equity treatment.
+Added: Offering costs allocated to the Public Shares were charged to temporary equity, and offering costs allocated to the Public and Private Placement Warrants were charged to shareholders’ deficit as Public and Private Placement Warrants and after management’s evaluation they were accounted for under equity treatment.
The Company accounts for income taxes under ASC 740, “Income Taxes’’ (“ASC 740”).
5 unchanged sentences
The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense.
−Removed: As of December 31, 2024, there were no unrecognized tax benefits and no amounts accrued for interest and penalties.
+Added: As of December 31, 2025 and 2024, 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 an exempted Cayman Islands 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.
−Removed: As such, the Company’s tax provision was zero for the period presented.
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
+Added: As such, the Company’s tax provision was zero for the periods presented.
Class A Ordinary Shares Subject to Possible Redemption
The public shares contain a redemption feature which allows for the redemption of such public shares in connection with the Company’s liquidation, or if there is a shareholder vote or tender offer in connection with the Company’s initial Business Combination.
−Removed: In accordance with ASC 480-10-S99, the Company classifies public shares subject to possible redemption outside of permanent equity as the redemption provisions are not solely within the control of the Company.
+Added: In accordance with ASC 480-10-S99, the Company classifies public shares subject to possible redemption outside of permanent deficit as the redemption provisions are not solely within the control of the Company.
The Company recognizes changes in redemption value immediately as they occur and will adjust the carrying value of redeemable shares to equal the redemption value at the end of each reporting period.
1 unchanged sentence
The change in the carrying value of redeemable shares will result in charges against additional paid-in capital (to the extent available) and accumulated deficit.
−Removed: Accordingly, at December 31, 2024, Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheet.
−Removed: As of December 31, 2024, the Class A ordinary shares subject to possible redemption reflected in the balance sheet are reconciled in the following table:
+Added: Accordingly, at December 31, 2025 and 2024, Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheets.
+Added: As of December 31, 2025 and 2024, the Class A ordinary shares subject to possible redemption reflected in the balance sheets are reconciled in the following table:
Gross proceeds
5 unchanged sentences
Class A ordinary shares subject to possible redemption, December 31, 2024
+Added: Accretion of carrying value to redemption value
+Added: Class A ordinary shares subject to possible redemption, December 31, 2025
Warrant Instruments
12 unchanged sentences
The warrants are exercisable to purchase 6,818,333 Class A ordinary shares in the aggregate.
−Removed: For the period from April 16, 2024 (inception) through December 31, 2024, the Company did not have any other dilutive securities or other contracts that could, potentially, be exercised or
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
−Removed: converted into ordinary shares and then share in the earnings of the Company.
−Removed: As a result, diluted net income per ordinary share is the same as basic net income per ordinary share for the period presented.
+Added: For the year ended December 31, 2025 and for the period from April 16, 2024 (inception) through December 31, 2024, the Company did not have any other dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company.
+Added: As a result, diluted net income per ordinary share is the same as basic net income per ordinary share for the periods presented.
The following table reflects the calculation of basic and diluted net income per ordinary share:
For the Period from April 16,
+Added: For the Year Ended
2024 (Inception)
Through December 31,
−Removed: Redeemable and
−Removed: Non-redeemable
Basic and diluted net income per ordinary share:
2 unchanged sentences
Basic and diluted net income per ordinary share
+Added: Share-Based Compensation
+Added: The value of services received from officers and directors in exchange for an award of an equity instrument is measured based on the grant-date fair value of the award.
+Added: The Company evaluates all share-based compensation under ASC 718, “Compensation – Stock Compensation” (“ASC 718”).
+Added: All share-based compensation agreements are evaluated to determine if any service conditions exist to further determine if the share-based compensation results in a recordable event, disclosure or both.
Recent Accounting Pronouncements
−Removed: In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments—Credit Losses (Topic 326):
−Removed: Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”).
−Removed: This update requires financial assets measured at amortized cost basis to be presented at the net amount expected to be collected.
−Removed: The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount.
−Removed: Since June 2016, the FASB issued clarifying updates to the new standard including changing the effective date for smaller reporting companies.
−Removed: The guidance is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years, with early adoption permitted.
−Removed: The Company adopted ASU 2016-13 on April 16, 2024 (inception).
−Removed: The adoption of ASU 2016-13 did not have a material impact on the Company’s financial statements.
−Removed: In August 2020, the FASB issued ASU 2020-06, “Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40)” (“ASU 2020-06”), to simplify certain financial instruments.
−Removed: ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity.
−Removed: The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity.
−Removed: ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments.
−Removed: ASU 2020-06 is effective for fiscal years beginning after December 15, 2023 and should be applied on a full or modified retrospective basis.
−Removed: Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years.
−Removed: The Company adopted ASU 2020-06 as of April 16, 2024 (inception).
−Removed: There was no effect to the Company’s presented financial statements.
−Removed: In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280):
−Removed: Improvements to Reportable Segment Disclosures.” 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.
−Removed: 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.
−Removed: 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.
−Removed: This 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.
−Removed: The Company adopted ASU 2023-07 as required for the year ended December 31, 2024.
−Removed: The adoption requires the Company to provide additional disclosures, but otherwise it does not materially impact its financial statements.
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
+Added: In November 2024, the FASB issued Accounting Standards Update (“ASU”) 2024-03, “Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: Disaggregation of Income Statement Expenses”, requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and
+Added: annual basis.
+Added: ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted.
+Added: The Company is currently evaluating the impact of adopting ASU 2024-03.
Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.
9 unchanged sentences
The warrants will become exercisable 30 days after the completion of the initial Business Combination, and will expire five years after the completion of the Company’s initial Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation.
−Removed: In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $ 9.20 per share of Class A ordinary shares (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors (including consideration of the market price) and, in the case of any such issuance to the initial shareholders or their affiliates, without taking into account any Founder Shares held by the initial shareholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60 % of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s Class A ordinary shares during the 20 trading day period starting on the trading day following the effective date of the registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants (such price, the “Market Value”) is below $ 9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115 % of the higher of the Market Value and the Newly Issued Price, and the $ 18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180 % of the higher of the Market Value and the Newly Issued Price.
+Added: In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $ 9.20 per share of Class A ordinary shares (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors (including consideration of the market price) and, in the case of any such issuance to the initial shareholders or their affiliates, without taking into account any Founder Shares (as defined in Note 4) held by the initial shareholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60 % of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s Class A ordinary shares during the 20 trading day period starting on the trading day following the effective date of the registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants (such price, the “Market Value”) is below $ 9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115 % of the higher of the Market Value and the Newly Issued Price, and the $ 18.00 per-share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180 % of the higher of the Market Value and the Newly Issued Price.
The Company will not be obligated to deliver any shares of ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the ordinary shares underlying the warrants is then effective and a prospectus is current.
5 unchanged sentences
● in whole and not in part;
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
● at a price of $ 0.01 per warrant;
● upon a minimum of 30 days’ prior written notice of redemption, which the Company refers to as the 30 - day redemption period;
−Removed: ● if, and only if, the closing price of the Class A ordinary shares equals or exceeds $ 18.00 per share (as adjusted) for any 20 trading days within a 30 - trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders (the “Reference Value”), provided that a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30 - trading day measurement period.
+Added: ● if, and only if, the closing price of the Class A ordinary shares equals or exceeds $ 18.00 per share (as adjusted) for any 20 trading days within a 30 - trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders, provided that a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30 - trading day measurement period.
If the Company calls the public warrants for redemption, management will have the option to require all holders that wish to exercise warrants to do so on a cashless basis.
7 unchanged sentences
Only whole warrants are exercisable.
−Removed: A portion of the proceeds from the Private Placement Units were added to the proceeds from the Initial Public Offering held in the Trust Account.
+Added: A portion of the proceeds from the Private Placement Units was added to the proceeds from the Initial Public Offering held in the Trust Account.
If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Units will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law).
7 unchanged sentences
Subject to each Sponsor Non-Managing Member purchasing, through the Sponsor, the Private Placement Units allocated to it in connection with the closing of the Initial Public Offering, the Sponsor will issue non-managing membership interests at a nominal purchase price to the Sponsor Non-Managing Members reflecting interests in an aggregate of 2,800,000 Founder Shares held by the Sponsor.
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
+Added: On July 25, 2025, the Sponsor transferred 10,000 Class A Units to an individual in consideration for their agreement to serve as a director of the Special Purpose Acquisition Company (“SPAC”).
+Added: The transferred units represent an indirect interest in 10,000 Founder Shares.
+Added: The transfer was made in accordance with the terms of the Company’s operating agreement.
+Added: The share transfer was analyzed, and management determined the share-based payment was within scope of ASC 718 and the transfer should be recorded at fair value as
+Added: compensation expense within the accompanying statements of operations.
+Added: The fair value of the Founder Shares as of July 25, 2025, was determined to be $ 5.30 per share for an aggregate amount of $ 53,000 .
+Added: The Founder Shares were valued using a Monte Carlo model and the following table presents the quantitative information regarding market assumptions in the valuation of the Founder Shares:
+Added: July 25, 2025
+Added: Underlying share price
+Added: Risk-free rate
+Added: Implied market adjustment
+Added: Fair value per Founder Share
Promissory Note
3 unchanged sentences
Borrowings under the promissory note are no longer available.
+Added: Advance from Related Party
+Added: On August 26, 2025, the Company received an advance of $ 275,000 from the Sponsor under the terms of the SPAC Loans, as defined in the Business Combination Agreement.
+Added: This advance was provided to fund operating and de-SPAC transaction expenses, including SEC registration fees and other related costs, and is expected to be repaid upon the closing of the business combination transaction.
+Added: As of December 31, 2025 and 2024, $ 275,000 and $ 0 were advanced by the Sponsor, respectively.
Administrative Support Agreement
The Company entered into an agreement, commencing on August 15, 2024, through the earlier of the Company’s consummation of a Business Combination and its liquidation, to pay the Sponsor a total of $ 15,000 per month for office space, secretarial, administrative and shared personnel support services.
−Removed: As of December 31, 2024, there was $ 67,500 incurred and paid under the Administrative Support Agreement.
+Added: For the year ended December 31, 2025, the Company incurred and paid of $ 180,000 for these services.
+Added: For the period from April 16, 2024 (inception) through December 31, 2024, there was $ 67,500 incurred and accrued under the Administrative Support Agreement.
Related Party Loans
6 unchanged sentences
The units and the underlying securities would be identical to the Private Placement Units.
−Removed: As of December 31, 2024, there were no amounts outstanding under the Working Capital Loans.
+Added: As of December 31, 2025 and 2024, there were no amounts outstanding under the Working Capital Loans.
COMMITMENTS AND CONTINGENCIES
Risks and Uncertainties
−Removed: The United States and global markets are experiencing volatility and disruption following the geopolitical instability resulting from the ongoing Russia-Ukraine conflict and the recent escalation of the Israel-Hamas conflict.
+Added: The United States and global markets are experiencing volatility and disruption following the geopolitical instability resulting from each of the ongoing Russia-Ukraine and Israel-Hamas conflicts, as well as recent developments to U.S.
+Added: tariff policies.
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.
3 unchanged sentences
Additionally, any resulting sanctions could adversely affect the global economy and financial markets and lead to instability and lack of liquidity in capital markets.
−Removed: Any of the above mentioned factors, or any other negative impact on the global economy, capital markets or other geopolitical conditions resulting from the Russian invasion of Ukraine, the escalation of 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.
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
+Added: Any of the above mentioned factors, or any other negative impact on the global economy, capital markets or other geopolitical conditions resulting from the Russian invasion of Ukraine, the Israel-Hamas conflict and subsequent sanctions or related actions or the ongoing trade and tariff policy changes by the United States or other countries, 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
11 unchanged sentences
In addition, SilverBox Securities is entitled to $ 2,030,000 , which will be paid to SilverBox Securities upon the closing of the initial Business Combination.
+Added: On August 6, 2025, the Company engaged Santander US Capital Markets LLC (“Santander”) to act as the Company’s equity capital markets advisor with respects to the transaction between the Company and Parataxis.
+Added: Subject to the closing of the transaction between the Company and Parataxis (the “transaction”), Santander will be entitled to a transaction fee in the amount of $ 10,300,000 and will be in lieu of the deferred underwriting fee.
+Added: Additionally, Santander may seek reimbursements up to $ 75,000 , which are payable at the
+Added: completion or termination of the transaction.
+Added: Subsequently, on August 28, SilverBox and Santander entered into an amendment of the Underwriting Agreement, pursuant to which the total amount of deferred underwriting fees were reduced from $ 10.3 million to $ 6.03 million, which is the total amount owed to Santander at the time of Closing.
+Added: This amendment is contingent on the closing of the Business Combination.
Deferred Legal Fees
−Removed: As of December 31, 2024, the Company had a total of $ 480,178 of deferred legal fees, of which $ 322,178 is related to the Initial Public Offering, to be paid to the Company’s legal advisors upon consummation of the Business Combination, which is classified as a non-current liability in the accompanying balance sheet as of December 31, 2024.
+Added: As of December 31, 2025 and 2024, the Company had a total of $ 2,387,237 and $ 480,178 , respectively, of deferred legal fees, of which $ 322,178 is related to the Initial Public Offering, to be paid to the Company’s legal advisors upon consummation of the Business Combination, which is classified as a non-current liability in the accompanying balance sheets as of December 31, 2025 and 2024.
SHAREHOLDERS’ DEFICIT
Preference shares — The Company is authorized to issue 1,000,000 preference shares with a par value of $ 0.0001 and with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors.
−Removed: As of December 31, 2024, there were no preference shares issued or outstanding.
+Added: As of December 31, 2025 and 2024, there were no preference shares issued or outstanding.
Class A ordinary shares — The Company is authorized to issue 200,000,000 Class A ordinary shares with a par value of $ 0.0001 per share.
−Removed: At December 31, 2024, there are 455,000 Class A ordinary shares issued and outstanding, excluding 20,000,000 Class A ordinary shares subject to possible redemption.
+Added: At December 31, 2025 and 2024, there are 455,000 Class A ordinary shares issued and outstanding, excluding 20,000,000 Class A ordinary shares subject to possible redemption.
Class B ordinary shares — The Company is authorized to issue 20,000,000 Class B ordinary shares with a par value of $ 0.0001 per share.
−Removed: As of December 31, 2024, there were 5,000,000 Class B ordinary shares issued and outstanding.
+Added: As of December 31, 2025 and 2024, there were 5,000,000 Class B ordinary shares issued and outstanding.
Holders of Class A ordinary shares and holders of Class B ordinary shares will vote together as a single class on all matters submitted to a vote of the Company’s shareholders except as required by law.
Unless specified in the Company’s amended and restated memorandum and articles of association, or as required by applicable provisions of law or applicable stock exchange rules, the affirmative vote of a majority of the Company’s ordinary shares that are voted is required to approve any such matter voted on by its shareholders.
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
Prior to the consummation of the initial Business Combination, only holders of Class B ordinary shares will have the right to vote on the appointment or removal of directors.
7 unchanged sentences
In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities).
+Added: At December 31, 2025, assets held in the Trust Account were comprised of $ 103 in cash and $ 213,347,067 in a U.S.
+Added: Treasury bill.
At December 31, 2024, assets held in the Trust Account were comprised of $ 634 in cash and $ 204,654,004 in U.S.
1 unchanged sentence
During the period from April 16, 2024 (inception) through December 31, 2025, the Company did not withdraw any interest income from the Trust Account.
−Removed: The following table presents information about the Company’s assets that are measured at fair value at December 31, 2024, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
+Added: The following table presents information about the Company’s assets that are measured at fair value, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
Investments held in Trust Account
1 unchanged sentence
The Public Warrants have been classified within shareholders’ deficit and will not require remeasurement after issuance.
−Removed: The following table presents the quantitative information regarding market assumptions used in the valuation of the Public Warrants:
+Added: The following table presents the quantitative information regarding market assumptions used in the Level 3 valuation of the Public Warrants:
Underlying share price
2 unchanged sentences
Market probability risk factor
−Removed: NOTE 8 — SEGMENT INFORMATION
−Removed: SILVERBOX CORP IV
−Removed: NOTES TO FINANCIAL STATEMENT
−Removed: DECEMBER 31, 2024
+Added: SEGMENT INFORMATION
ASC Topic 280, “Segment Reporting,” establishes standards for companies to report in their financial statement information about operating segments, products, services, geographic areas, and major customers.
−Removed: Operating segments are defined as components of an enterprise 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.
+Added: Operating segments are defined as components of an enterprise for which separate financial information is available that is regularly evaluated by the Company’s chief operating decision maker (“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.
−Removed: Accordingly, management has determined that the Company only has one operating segment.
−Removed: When evaluating the Company’s performance and making key decisions regarding resource allocation the CODM reviews several key metrics, which include the following:
+Added: Accordingly, management has determined that the Company only has one reportable segment.
+Added: 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 statements of operations as net income or loss.
+Added: The measure of segment assets is reported on the balance sheets as total assets.
+Added: 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:
For the Period from
April 16, 2024 (Inception)
+Added: December 31, 2025
Through December 31, 2024
1 unchanged sentence
Interest earned on investments held in Trust Account
−Removed: The key measures of segment profit or loss reviewed by the CODM are interest earned on the Trust Account and general and administrative expenses.
+Added: Investments held in Trust Account
The CODM reviews interest earned on the Trust Account to measure and monitor shareholder value and determine the most effective strategy of investment with the Trust Account funds while maintaining compliance with the trust agreement.
1 unchanged sentence
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.
+Added: General and administrative
+Added: expenses, as reported on the statements of operations, are the significant segment expenses provided to the CODM on a regular basis.
+Added: All other segment items included in net income or loss are reported on the statements of operations and described within their respective disclosures.
The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting policies.
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.