SCHEDULE: Major Shareholder Trims Arqit Quantum Stake

Heritage Assets SCSp and affiliates reduced their beneficial ownership in Arqit Quantum Inc. to 41.8% following recent sales of shares and warrants.

Summary

• Reporting persons, including Heritage Assets SCSp, M Management S.A., and Manfredi Lefebvre d'Ovidio, filed Amendment No. 8 to their Schedule 13D.
• The amendment updates their aggregate beneficial ownership in Arqit Quantum Inc. (the "Issuer").
• The Reporting Persons sold Business Combination Warrants and Ordinary Shares in open market transactions since the filing of Amendment No. 7 on October 20, 2025.
• The sale of Ordinary Shares resulted in a decrease of over one percent (1%) in their aggregate percentage ownership.
• Their current aggregate beneficial ownership stands at approximately 41.8% of the outstanding Ordinary Shares.
• This percentage 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 September 25, 2024.

Sentiment

Score: 3

Explanation: The reduction in beneficial ownership by a major shareholder, coupled with sales at declining prices, suggests a negative sentiment from this investor group. While not a direct reflection of company performance, it can impact market perception negatively.

Positives

• The filing indicates active market participation by a significant shareholder, which can reflect liquidity in the stock.

Negatives

• A significant shareholder group reduced its stake in Arqit Quantum Inc. by over 1%, decreasing their beneficial ownership to 41.8%.
• The Reporting Persons sold 300,000 Ordinary Shares at progressively lower average prices: $36.86 on November 4, 2025, $34.48 on November 5, 2025, and $32.95 on November 10, 2025.
• They also sold 21,485 Business Combination Warrants across various dates, with prices declining to as low as $10.80 on November 10, 2025.
• The reduction in ownership by a major investor could be perceived negatively by the market, potentially signaling a lack of confidence or a shift in investment strategy.

Risks

• The reduction in beneficial ownership by a major investor could lead to increased selling pressure on the stock.
• A decrease in a large shareholder's stake might be interpreted by other investors as a negative signal regarding the company's future prospects or valuation.

Future Outlook

The filing does not contain specific forward-looking statements or guidance from Arqit Quantum Inc. It primarily reports a change in beneficial ownership by a major shareholder.

Industry Context

This filing reflects a significant shareholder's decision to reduce its stake in Arqit Quantum Inc., a company operating in the quantum technology and cybersecurity space. While the filing itself doesn't provide industry-wide context, a reduction in a major investor's position could be watched by the market for potential implications on investor sentiment towards the quantum computing sector, especially for companies with high insider ownership.

Stakeholder Impact

• Shareholders: May perceive the reduction in a major investor's stake as a negative signal, potentially leading to increased selling pressure or a decline in share price.
• Company Management: Could face questions regarding the reasons for the significant shareholder's divestment and its potential impact on investor confidence.

Next Steps

• The Reporting Persons will continue to monitor their investment in Arqit Quantum Inc.
• Future amendments to Schedule 13D will be filed if there are further material changes in their beneficial ownership or investment intent.

Key Dates

Recommendation

The significant reduction in stake by a major insider group, Heritage Assets SCSp and its affiliates, selling both shares and warrants, particularly at declining prices, signals a lack of conviction or a strategic exit. This action by a well-informed insider could precede further downward pressure on the stock. Investors should consider this a strong negative signal and evaluate reducing their exposure.

Keywords

Arqit Quantum Inc., Schedule 13D/A, Beneficial Ownership, Share Sale, Warrant Sale, Heritage Assets SCSp, M Management S.A., Manfredi Lefebvre d'Ovidio, Reverse Stock Split, Nasdaq Capital Market