Armada Acquisition Corp II-A 2026年季度报告

For the quarterly period ended March 31, 2026 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period fromtoCommission File No.001-42661 Armada Acquisition Corp. II(Exact name of registrant as specified in its charter) Cayman Islands(State or other jurisdiction ofincorporation or organization) 98-1815892(I.R.S. EmployerIdentification No.) 382 NE 191st Street, Suite 52895Miami, FL33179-52895(Address of Principal Executive Offices, including zip code) (215)543-6886(Registrant’s telephone number, including area code) N/A(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to suchfiling requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company,or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule12b-2of the Exchange Act. ☐Acceleratedfiler☒Smallerreportingcompany☒Emerging growth company ☐Large accelerated filer☒Non-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying withany new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act):Yes☒No☐ As of May11, 2026, there were 23,710,000 ClassA Ordinary Shares issued and outstanding which are comprised of 1,170,434 ClassA OrdinaryShares underlying Units and 22,539,566 ClassA Ordinary Shares that trade separately, and 7,880,000 ClassB Ordinary Shares issued and outstanding. ARMADA ACQUISITION CORP. IIQuarterly Report on Form 10-QTable of Contents PART I. FINANCIAL INFORMATION Item1.Financial Statements1Balance Sheets as of March31, 2026 (Unaudited) and September30, 20251Unaudited Condensed Statements of Operations for the Three and Six Months ended March31, 2026 and for the Three Months endedMarch 31, 2025 and for the period from October3, 2024 (inception) through March31, 20252Unaudited Condensed Statements Shareholders’ Deficit for the Three and Six Months ended March31, 2026 and for the Three MonthsEnded March31, 2025 and period from October3, 2024 (inception) through March31, 20253Unaudited Condensed Statements of Cash Flows for the Six Months ended March31, 2026 and for the period from October3, 2024(inception) through March31, 20254Notes to Unaudited Condensed Financial Statements5Item2.Management’s Discussion and Analysis of Financial Condition and Results of Operations20Item3.Quantitative and Qualitative Disclosures About Market Risk27Item4.Controls and Procedures27PART II. OTHER INFORMATIONItem1.Legal Proceedings28Item1A.Risk Factors28Item2.Unregistered Sales of Equity Securities and Use of Proceeds28Item3.Defaults Upon Senior Securities28Item4.Mine Safety Disclosures28Item5.Other Information28Item6.Exhibits29SIGNATURES30 Cautionary Note Regarding Forward-Looking Statements This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section27A of the Securities Act of 1933, as amended,and Section21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements include, but are notlimited to, statements regarding our or our management’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, anystatements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, areforward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,”“possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence ofthese words does not mean that a statement is not forward-looking. We have based these forward-looking statements on our current expectations andprojections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumpti