Private company

Pershing Square SPARC Holdings, Ltd./DE

Pershing Square SPARC Holdings, Ltd./DE is an American blank check company based in Wilmington, incorporated in Delaware.2

Last updated Oct 20, 2026.

Overview

  • IndustryBlank Checks2
  • HeadquartersWilmington, United States2
  • Incorporated inDE3
  • Business address787 Eleventh Avenue, 9Th Floor, New York, Ny 100193
  • Filer categoryNon-accelerated filer, Emerging growth company3
  • Legal formCorporation2
  • LEI5493000J0QXAU1Z8FB802
  • StatusActive2
  • LEI statusLapsed (not renewed)2
  • Registered address251 Little Falls Drive, 19808 Wilmington, United States2
  • Registered withDivision of Corporations, Department of State, 63283332

See how the biggest companies compare on our leaderboards

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Operating income45-$2.9M in 2025+6% since 2022
-$10.0M-$7.5M-$5.0M-$2.5M02022: -$2.7M-$2.7M20222023: -$9.2M-$9.2M2023+237%2024: -$1.7M-$1.7M2024−81%2025: -$2.9M-$2.9M2025+68%
Net income45-$4.4M in 2025+62% since 2022
-$15.0M-$10.0M-$5.0M02022: -$2.7M-$2.7M20222023: -$10.6M-$10.6M2023+288%2024: -$4.2M-$4.2M2024−60%2025: -$4.4M-$4.4M2025+5%
Fiscal year202120222023202420252026
Research and development$21.8K5$26.6K5$27.2K5
Operating income-$2.7M4-$9.2M5-$1.7M5-$2.9M5
Income tax$04$05$05$05
Net income-$2.7M4-$10.6M5-$4.2M5-$4.4M5
Earnings per share-$17.684-$25.445-$9.925-$10.465
Earnings per share (diluted)-$17.684-$25.445-$9.925-$10.465
Shares (weighted, basic)154.1K shares4415.9K shares5422.5K shares5422.5K shares5
Shares (weighted, diluted)154.1K shares4415.9K shares5422.5K shares5422.5K shares5

Compare Pershing Square SPARC Holdings, Ltd./DE with another company

What it owns

What Pershing Square SPARC Holdings, Ltd./DE reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$20.1M5 Dec 31, 2025$23.1M5 Dec 31, 2024−13.0%

Properties, in its own words

We currently maintain our principal executive offices at 787 Eleventh Avenue, 9th Floor, New York, NY 10019. The space is provided to us at no cost by PSCM, an entity affiliated with our Sponsor and the members of our management team. We consider our current office space adequate for our current operations.

Item 2 of the 10-K filed Mar 23, 2026.9

Leadership

Who has led Pershing Square SPARC Holdings, Ltd./DE, and when. Pick a name to see everywhere that person has worked.

President

  1. Ben Hakim2023

Chief financial officer

  1. Michael Gonnella2023
2025
Board members and other officers (4)

Timeline

  1. Oct 31, 20238-K Other events16
  2. Sep 29, 20238-K Other events17
  3. Nov 2, 2021Founded Pershing Square SPARC Holdings, Ltd./DE is founded2

Filings

72 filings to the SEC since October 2021: 4 annual reports, 12 quarterly reports, 2 major events, 9 insider forms, 45 other. The latest 20:

  1. Jul 31, 202610-Q EDGAR
  2. May 11, 202610-Q EDGAR
  3. Apr 23, 20264 EDGAR
  4. Mar 23, 202610-K EDGAR
  5. Mar 23, 202610-Q/A EDGAR
  6. Mar 23, 202610-Q/A EDGAR
  7. Mar 23, 202610-Q/A EDGAR
  8. Mar 23, 202610-K/A EDGAR
  9. Oct 29, 202510-Q EDGAR
  10. Aug 11, 202510-Q EDGAR
  11. May 5, 202510-Q EDGAR
  12. Mar 18, 202510-K EDGAR
  13. Jan 24, 20253 EDGAR
  14. Nov 5, 202410-Q EDGAR
  15. Aug 6, 202410-Q EDGAR
  16. May 9, 202410-Q EDGAR
  17. Mar 20, 202410-K EDGAR
  18. Nov 8, 202310-Q EDGAR
  19. Oct 31, 20238-K EDGAR
  20. Sep 29, 2023EFFECT EDGAR

The 72 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

SEC filer profile

How Pershing Square SPARC Holdings, Ltd./DE is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARPershing Square SPARC Holdings, Ltd./DE1
  • CIK0001895582
  • Employer ID (EIN)87-34276279
  • Filer statusNon-accelerated filer an emerging growth company; not a smaller reporting company; a shell company9
  • Incorporated inDelaware9
  • Fiscal year endsDecember 311
  • Industry code (SIC)6770 Blank Checks1
  • SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
  • Business address787 Eleventh Avenue, 9Th Floor, New York, NY 100191
  • Phone212-813-37001
  • Shares outstanding422,533 as of Jul 31, 20267
  • Public float$0 as of Jun 30, 20255
  • AuditorKPMG LLP, New York PCAOB ID 185; no auditor attestation of internal control over financial reporting9
  • On EDGAR sinceNov 26, 20211
  • Filings73 in all: S-1/A (15), CORRESP (14), UPLOAD (12), 10-Q (9), 3 (8), 10-K (3), 10-Q/A (3), 8-K (2)1
    All 15 form types

    10-K/A (1), 4 (1), 40-APP (1), 424B3 (1), 8-A12G (1), EFFECT (1), S-1 (1)

  • Latest filingsAnnual report (10-K) Mar 23, 2026
    Quarterly report (10-Q) Jul 31, 2026
    Latest 8-K (8-K) Oct 31, 2023

Risk factors and legal proceedings

The risks Pershing Square SPARC Holdings, Ltd./DE names in Item 1A of its 10-K filed Mar 23, 2026: 76 risks under these headings, as written.9

  • Our SPARs are generally non-transferable at all times other than in connection with the SPAR Holder Election Period.
  • Our company structure is the first of its kind and is subject to market uncertainties that may cause the market price of our SPARs to be volatile.
  • The quotation of SPARs on the OTCQX marketplace or other quotation service, rather than being listed on a national securities exchange such as the NYSE or the NASDAQ Global Market, may present significant risks to the holders of SPARs, including lower availability and efficiency of market price quotations, significantly less liquidity, increased trading costs, the absence of certain corporate governance protections, and the applicability of state securities laws that could result in restrictions on the sale of our SPARs.
  • We may fail to maintain the quotation of our SPARs on the OTCQX and an active and orderly trading market in our SPARs may not develop.
  • We may never enter into a definitive transaction agreement with respect to our business combination, in which case our SPARs will expire worthless.
  • We expect the receipt of our SPARs to be taxable to U.S. Holders. If a U.S. Holder’s SPARs expire unexercised, the holder’s resulting capital losses may be subject to limitation.
  • SPAR holders will not be entitled to vote on our proposed business combination, which means we may complete our business combination even if a majority of SPAR holders do not support the transaction.
  • Past performance by Pershing Square, PSTH, Justice Holdings, Ltd. or our Management Team may not be indicative of our future performance.
  • Because no minimum subscription is required and because we will not have commitments from our SPAR holders for any amount we seek to raise in connection with the exercise of SPARs, we cannot assure you of the amount of proceeds that we will receive, and accordingly, cannot assure you or our potential business combination counterparty of the funds we will have available for our business combination.
  • The ability of our SPAR holders to elect not to exercise their SPARs may make our financial condition unattractive to potential business combination targets, which may make it difficult for us to enter into a business combination with a target.
  • RISKS RELATED TO OUR SUBSCRIPTION WARRANTS
  • Our company structure is the first of its kind and is subject to substantial market uncertainties, including whether an active and orderly trading market will develop, that may cause the trading price of our SPARs to be volatile.
The other 65 risks
  • Quotation on the OTCQX marketplace or other quotation service, rather than being listed on a national securities exchange such as the NYSE or the NASDAQ Global Market, may present significant risks to the holders of SPARs.
  • Because we will not be listed on a national securities exchange, we will not be required to comply with corporate governance provisions generally applicable to other blank check companies.
  • SPARs are a novel security, and vendors and other market participants, such as DTC, DTC participants, our securities quotation marketplace, our transfer agent, our custodian, and blue sky and other regulators, and potential business combination counterparties, have no experience in administering or otherwise engaging with SPARs or companies such as ours, which may present execution and other risks to the holders of SPARs.
  • Our SPARs, when they become transferable, may be difficult to value, and may be susceptible to rumors and market manipulation, presenting significant risks to investors.
  • We may never enter into a Definitive Agreement with respect to our business combination, in which case our SPARs will expire worthless.
  • After entering into a Definitive Agreement, we may fail to complete our business combination.
  • Operating a blank check company and consummating a business combination are subject to significant regulatory and litigation risks and there is no assurance we will be able to complete a business combination. PSTH, a SPAC that was sponsored by an affiliate of Pershing Square, failed to complete a business combination, and we may fail to complete our business combination. PSTH was also subject to litigation alleging that it was an unregistered investment company, and we may be subject to litigation with respect to regulatory or other issues.
  • We may have limited recourse if our business combination partner breaches its obligations under the Definitive Agreement and declines to consummate the business combination.
  • We expect the receipt of our SPARs to be taxable to U.S. Holders. If a U.S. Holder’s SPARs expire unexercised, the holder’s resulting tax losses may be limited.
  • The Final Exercise Price, which we may increase at the time we enter into a Definitive Agreement, is not an indication of the likely fair value of shares of the post-combination company.
  • Because we have the ability to establish the Final Exercise Price in any share amount equal to or greater than $10.00 without an upper limit, the Final Exercise Price could be established at a price which could require a SPAR holder to make a significant capital outlay. If such Final Exercise Price exceeds the investor’s available funds, they will not be able to exercise the SPARs or participate in any future appreciation.
  • You will not be able to revoke your Election to exercise your SPARs or have your exercise payment returned to you, and you will be restricted from transferring your SPARs following the earlier of your Election and the second business day prior to the end of the SPAR Holder Election Period.
  • Our Board may, in certain circumstances, extend the SPAR Holder Election Period or Closing Period.
  • The Final Exercise Price of our SPARs will not be determined until the time at which we enter into a Definitive Agreement.
  • If you do not act on a timely basis and follow the exercise instructions, your Election to exercise your SPARs could be rejected, and if your payment is not received on a timely basis, you may not be issued any Public Shares.
  • There may be delays in the issuance of our Public Shares or the return of exercise payments.
  • Our Sponsor will have the right to elect all of our directors prior to our business combination, and holders of our SPARs will have no ability to elect our directors.
  • Our public investors will not have the opportunity to vote on our proposed business combination or any other matter submitted for stockholder approval prior to the consummation of our business combination, which means we may complete our business combination or amend certain agreements even if a majority of holders of our SPARs do not support the transaction or such amendment.
  • You will have no approval rights in connection with amendments to our Charter or the agreements to which we are a party prior to the SPAR Holder Election Period (other than a Materially Adverse Amendment to the SPAR Rights Agreement), and only limited rights in connection with amendments to the Charter and certain of those agreements during the SPAR Holder Election Period and Closing Period.
  • You will not be entitled to the same protections applicable to investors in blank check companies subject to Rule 419 of the Securities Act, and the application of other proposed rules to our company is not clear and may adversely affect our ability to negotiate and complete our business combination.
  • You will not be a stockholder of our company until you have been issued Public Shares in connection with our business combination.
  • RISKS RELATED TO OUR PUBLIC SHARES AND OUR BUSINESS COMBINATION
  • Because no minimum number of SPARs will be required to be exercised, and because we will not have commitments from our SPAR holders for any amount we seek to raise in connection with the exercise of SPARs, and because we may increase the exercise price of our SPARs, we cannot assure you of the amount of proceeds that we will receive, and accordingly, cannot assure you or our potential business combination counterparty of the funds we will have available for our business combination.
  • In evaluating a prospective target business for our business combination, our management will rely in part on the availability of the funds from the sale of the Forward Purchase Shares to be used as part of the consideration to the sellers in our business combination. If the sale of the Forward Purchase Shares fails to close, for any reason, we may lack sufficient funds to consummate our business combination.
  • Our business combination will require approval of a majority of our disinterested independent directors, which we might not obtain.
  • If holders of a significant number of our SPARs were to decide not to exercise their SPARs, we may not be able to optimize our capital structure.
  • The Additional Forward Purchaser has the right to purchase Additional Forward Purchase Shares up to an aggregate Forward Purchase of $3.5 billion, but has no obligation to make such purchase. At the time that the Additional Forward Purchaser commits to the size of its investment (if any), it will be acquiring shares of our company at the Final Exercise Price, rather than the price that would result from an arm’s-length negotiation with a third party or would be reflected in the market if the SPARs were transferable at such time.
  • Our ability to raise additional capital or consummate our business combination may be adversely impacted if the Additional Forward Purchaser declines to exercise its right to purchase Forward Purchase Shares.
  • If the proceeds of the sale of the Sponsor Shares and the Sponsor Warrants are insufficient, it could limit the amount available to fund our search for a target business or businesses and complete our business combination, and we will depend on additional investments by our Sponsor or Management Team to fund our search for our business combination, to pay our taxes and to complete our business combination. If we are unable to obtain such funding, we may be unable to complete our business combination.
  • It is possible that the proceeds held in the Custodial Account are reduced, and the amount received by exercising SPAR holders in the event of an Early Termination may be less than the exercise price paid by such holders.
  • We may not have sufficient funds to satisfy indemnification claims of our directors and officers.
  • If we are alleged or deemed to be an investment company under the Investment Company Act, we may be subject to litigation costs and/or required to institute burdensome compliance requirements and our activities may be restricted, which may make it difficult for us to complete our business combination.
  • We may not be able to complete a business combination with a U.S. target company if such business combination is subject to U.S. foreign investment regulations and review by a U.S. government entity such as the Committee on Foreign Investment in the United States (“CFIUS”), or ultimately prohibited.
  • Changes in laws or regulations, or a failure to comply with any laws and regulations, may adversely affect our business, including our ability to negotiate and complete our business combination, and our results of operations or the results of operations of the post-combination company.
  • The grant of registration rights may make it more difficult to complete our business combination, and the future exercise of such rights may adversely affect the market price of the Public Shares.
  • We may be affected by numerous risks inherent in the business operations with which we combine and we cannot assure you that we will properly ascertain or assess all of the significant risk factors or that we will have adequate time to complete due diligence.
  • Although we have identified general criteria and guidelines that we believe are important in evaluating prospective target businesses, we may enter into our business combination with a target that does not meet such criteria and guidelines, and as a result, the target business with which we enter into our business combination may not have attributes entirely consistent with our general criteria and guidelines.
  • We may issue additional Common Stock or preferred shares to complete our business combination or under an employee incentive plan after the completion of our business combination, and may do so without the approval of SPAR holders. Any such issuances would dilute the interest of our public stockholders and likely present other risks.
  • Resources could be consumed in researching business combinations that are not completed, which could materially adversely affect subsequent attempts to locate and acquire or merge with another business.
  • Our ability to successfully effect our business combination and to be successful thereafter will be totally dependent upon the efforts of key personnel. The loss of key personnel could negatively impact the operations and profitability of our post-combination business.
  • We are dependent upon our directors and officers and their departure could adversely affect our ability to operate.
  • Our key personnel may negotiate employment or consulting agreements with a target business in connection with a particular business combination. These agreements may provide for them to receive compensation following our business combination and as a result, may cause them to have conflicts of interest in determining whether a particular business combination is the most advantageous.
  • We may have limited ability to assess the management of a prospective target business and, as a result, may effect our business combination with a target business whose management may not have the skills, qualifications or abilities to manage a public company, which could, in turn, negatively impact the value of our stockholders’ investment in us.
  • Our management may have limited influence over or control of a target business after our business combination.
  • Members of our Management Team and Investment Team will allocate their time to other businesses, thereby causing conflicts of interest in their determination as to how much time to devote to our affairs. This conflict of interest could have a negative impact on our ability to complete our business combination.
  • Certain of our directors and officers are now, and all of them may in the future become, affiliated with entities engaged in business activities similar to those intended to be conducted by us and, accordingly, may have conflicts of interest in allocating their time and determining to which entity a particular business opportunity should be presented.
  • Our officers, directors, security holders and their respective affiliates may have competitive pecuniary interests that conflict with our interests.
  • We may engage in a business combination with one or more target businesses that have relationships with entities that may be affiliated with our Sponsor, officers, directors or existing security holders which may raise potential conflicts of interest.
  • Our Sponsor Warrants and Advisor Warrants may create an incentive for our Sponsor and advisory board members to identify and advocate for a business combination that may not be in the best interests of SPAR warrant holders.
  • We may issue notes or other debt instruments, or otherwise incur substantial debt, to complete our business combination, which may adversely affect our leverage and financial condition and thus negatively impact the value of our stockholders’ investment in us.
  • Subsequent to the completion of our business combination, we may be required to take write-downs or write-offs, restructuring and impairment or other charges that could have a significant negative effect on our financial condition, results of operations and our share price, which could cause you to lose some or all of your investment.
  • We intend to complete only one business combination, which will cause us to be solely dependent on a single business which may have a limited number of products or services and limited operating activities. This lack of diversification may negatively impact our operating results and profitability.
  • We may attempt to simultaneously complete business combinations with multiple prospective targets, which may hinder our ability to complete our business combination and give rise to increased costs and risks that could negatively impact our operations and profitability.
  • We are likely to attempt to complete our business combination with a private company about which little information is publicly available, which may result in a business combination with a company that is not as profitable as we suspected, if at all.
  • We may be unable to obtain additional financing to complete our business combination or to fund the operations and growth of a target business, which could compel us to restructure or abandon a particular business combination.
  • We are an “emerging growth company” within the meaning of the Securities Act, and if we take advantage of certain exemptions from disclosure requirements available to emerging growth companies, this could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies.
  • Compliance obligations under the Sarbanes-Oxley Act may make it more difficult for us to effectuate our business combination, require substantial financial and management resources, and increase the time and costs of completing our business combination.
  • Provisions in our Charter and the DGCL may inhibit a takeover of us, which could limit the price investors might be willing to pay in the future for our Common Stock or Public Shares and could entrench management.
  • Cybersecurity incidents or attacks directed at us could result in information theft, data corruption, operational disruption and/or financial loss.
  • We may reincorporate in another jurisdiction in connection with our business combination and such reincorporation may result in taxes imposed on stockholders.
  • If we effect our business combination with a company with operations or opportunities outside of the United States, we would be subject to a variety of additional risks that may negatively impact our operations.
  • After our business combination, it is possible that a majority of our directors and officers will live outside the United States and all of our assets will be located outside the United States; therefore, investors may not be able to enforce federal securities laws or their other legal rights.
  • If our management following our business combination is unfamiliar with United States securities laws, they may have to expend time and resources becoming familiar with such laws, which could lead to various regulatory issues.
  • After our business combination, substantially all of our assets may be located in a foreign country and substantially all of our revenue may be derived from our operations in any such country. Accordingly, our results of operations and prospects will be subject, to a significant extent, to the economic, political and social conditions and government policies, developments and conditions in the country in which we operate.
  • Exchange rate fluctuations and currency policies may cause a target business’s ability to succeed in the international markets to be diminished.
  • We may reincorporate in another jurisdiction in connection with our business combination, and the laws of such jurisdiction may govern some or all of our future material agreements and we may not be able to enforce our legal rights.

Legal proceedings

To our knowledge, there is no litigation currently pending against us or any of our officers or directors in their corporate capacity.

The opening of Item 3, Legal Proceedings.9

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
    SEC EDGAROther events
  17. 17
    SEC EDGAROther events