SCHEDULE 13D/A: Major Shareholder Trims Arqit Quantum Stake

Sentiment:

Beneficial Ownership Amendment


A group of major shareholders, including Manfredi Lefebvre d'Ovidio, reduced their beneficial ownership in Arqit Quantum Inc. to 43.2% following recent sales of shares and warrants.

Worse than expectedMajor shareholders reduced their stake by selling shares and warrants, indicating a potential decrease in confidence or a strategic divestment.

Summary

  • Heritage Assets SCSp, M Management S.A., and Manfredi Lefebvre d'Ovidio (the "Reporting Persons") filed Amendment No. 7 to Schedule 13D.
  • The amendment updates the aggregate number and percentage of Ordinary Shares of Arqit Quantum Inc. beneficially owned by the Reporting Persons.
  • The change is due to the sale of Business Combination Warrants and Ordinary Shares in open market transactions.
  • The Reporting Persons' aggregate beneficial ownership is now 9,593,764 Ordinary Shares, representing approximately 43.2% of the outstanding Ordinary Shares.
  • This represents a decrease of over one percent (1%) in their aggregate percentage ownership since the filing of Amendment No. 6 on September 24, 2025.
  • Sales included 7,889 Business Combination Warrants at an average price of $19.70 on October 13, 2025.
  • An additional 10,174 Business Combination Warrants were sold at an average price of $13.80 on October 14, 2025.
  • Further, 2,426 Business Combination Warrants were sold at an average price of $16.80 on October 15, 2025.
  • 600,000 Ordinary Shares were sold at an average price of $42.76 on October 16, 2025.
  • The percentage of beneficial ownership is calculated based on 22,184,708 Ordinary Shares outstanding as of September 18, 2025.
  • Arqit Quantum Inc. implemented a 1-for-25 reverse stock split on September 19, 2024, with post-split trading commencing on the Nasdaq Capital Market on September 25, 2024.

Sentiment

Score: 3

Explanation: The reduction in beneficial ownership by a significant shareholder group, through the sale of both ordinary shares and warrants, suggests a potentially negative outlook or strategic divestment by these key investors.

Negatives

  • Reporting Persons reduced their beneficial ownership in Arqit Quantum Inc. by selling Business Combination Warrants and Ordinary Shares.
  • The aggregate percentage ownership of the Reporting Persons decreased by over 1% since the previous amendment.
  • 600,000 Ordinary Shares were sold at an average price of $42.76 on October 16, 2025.
  • A total of 20,489 Business Combination Warrants were sold between October 13-15, 2025, at average prices ranging from $13.80 to $19.70.

Future Outlook

No forward-looking statements or guidance from Arqit Quantum Inc. are provided in this filing, which focuses on a change in beneficial ownership by a major shareholder group.

Industry Context

This filing details a significant reduction in ownership by a major shareholder group in Arqit Quantum Inc., a company operating in the quantum technology sector. While the filing does not provide broader industry context, such divestment by a large investor can be interpreted by the market as a signal regarding the company's prospects within its competitive landscape.

Stakeholder Impact

  • Shareholders: Potential negative sentiment and downward pressure on share price due to a major shareholder's divestment.

Key Dates

DateDescription
September 14, 2021Original Schedule 13D filed by the Reporting Persons.
December 9, 2021Amendment to Schedule 13D filed.
September 15, 2023Amendment to Schedule 13D filed.
September 19, 2024Arqit Quantum Inc. announced the implementation of a 1-for-25 reverse stock split.
September 25, 2024Ordinary Shares began trading on the Nasdaq Capital Market on a post-Reverse Stock Split basis.
October 2, 2024Amendment to Schedule 13D filed.
December 5, 2024Arqit's Annual Report on Form 20-F for the fiscal year ended September 30, 2024, filed with the SEC.
May 29, 2025Amendment to Schedule 13D filed.
August 26, 2025Amendment to Schedule 13D filed.
September 18, 2025Date for which 22,184,708 Ordinary Shares outstanding were reported for beneficial ownership calculation.
September 19, 2025Issuer's prospectus supplement filed pursuant to Rule 424(b)(3) with the SEC.
September 24, 2025Amendment No. 6 to Schedule 13D filed by the Reporting Persons.
October 13, 2025Sale of 7,889 Business Combination Warrants by Reporting Persons.
October 14, 2025Sale of 10,174 Business Combination Warrants by Reporting Persons.
October 15, 2025Sale of 2,426 Business Combination Warrants by Reporting Persons.
October 16, 2025Sale of 600,000 Ordinary Shares by Reporting Persons; Date of event requiring this filing.
October 20, 2025Signature date of Amendment No. 7 to Schedule 13D.

Recommendation

sell

The significant reduction in beneficial ownership by a major shareholder group, including the sale of 600,000 ordinary shares and a substantial number of warrants, signals a potential lack of confidence or a strategic exit. Such divestment by a large, informed investor often precedes downward pressure on the stock price, suggesting a 'sell' recommendation for other investors.

Keywords

Arqit Quantum, Schedule 13D, beneficial ownership, stock sale, warrant sale, insider selling, institutional ownership, reverse stock split

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