IPO and Stockholder Actions - The Company completed its IPO on December 15, 2021, raising approximately $287.5 million from the sale of 28,750,000 units at $10.00 per unit[139]. - Following a stockholder vote on March 10, 2023, approximately $227.8 million was redeemed, leaving 6,630,703 shares of Class A common stock outstanding and approximately $68.0 million in the trust account[140]. - In a subsequent stockholder vote on December 11, 2023, 2,285,040 shares were redeemed, resulting in approximately $24.5 million being removed from the trust account[141]. Merger Agreement - The Company entered into a Merger Agreement on December 22, 2023, to merge with Blaize, Inc., with the Company to be renamed "Blaize Holdings, Inc." upon completion[145]. - The Merger Agreement includes provisions for the issuance of up to 6,833,333 shares of Class A common stock to Blaize for aggregate gross proceeds of $25.0 million[146]. - An additional 16.3 million shares of New Blaize common stock may be issued as earnout shares based on stock price performance over a five-year period[150]. - The closing of the Merger is subject to customary conditions, including shareholder approvals and regulatory clearances[152]. - The Company must ensure that the cash available in the trust account is equal to or greater than $125 million at the time of closing[156]. - The Merger Agreement includes provisions for the parties to obtain necessary approvals from governmental agencies[157]. Financial Performance - For the three months ended March 31, 2024, the company reported a net loss of $10,633, with operating costs and franchise taxes totaling $475,812 and provision for income taxes of $162,895[174]. - As of March 31, 2024, the company had $148,736 in its restricted cash account and $47,868,795 in investments held in trust, with $3,369,206 representing interest income[176]. - The company generated non-operating income of $628,074 from interest on investments held in the Trust Account for the three months ended March 31, 2024[174]. - For the three months ended March 31, 2023, the company had a net income of $1,574,791, consisting of interest from marketable securities of $3,075,729, offset by operating costs and franchise taxes of $895,810 and provision for income taxes of $605,128[175]. Liquidity and Capital Needs - The company’s liquidity needs up to March 31, 2024, were satisfied through a payment from the sponsor of $25,000 and a loan of $1,500,000 under an unsecured promissory note from the sponsor[177]. - The Company expects to need to raise additional capital through loans or investments to meet working capital needs, with no assurance that financing will be available on acceptable terms[178]. - The Company is less than 7 months from mandatory liquidation, raising substantial doubt about its ability to continue as a going concern for at least one year from the date of the financial statements[179]. - The financial statements do not include adjustments related to the recovery of recorded assets or liabilities if the Company cannot continue as a going concern[180]. Internal Controls and Compliance - The Company has identified material weaknesses in internal control over financial reporting, particularly regarding the withdrawal of funds from the Trust Account[196]. - The company’s disclosure controls and procedures were deemed not effective during the period covered by the report[196]. - The company identified material weaknesses in internal control over financial reporting, particularly regarding the withdrawal of funds from the Trust Account and accounting for class A common stock subject to possible redemption as of December 31, 2023[196]. - The company’s ability to accurately report financial results may be adversely affected if it cannot maintain effective internal controls[197]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected the internal control[199]. Tax and Regulatory Considerations - The Company may be subject to a 1% excise tax on stock repurchases occurring after December 31, 2023, which could affect cash available for business combinations[202]. - The excise tax is calculated based on the fair market value of shares repurchased, which could impact the cash available for business combinations[203]. Other Considerations - The Company has no long-term debt or significant liabilities, except for a monthly fee of $10,000 to an affiliate for administrative support[182]. - As of March 31, 2024, there are 4,345,663 Class A common stocks subject to possible redemption, presented at redemption value as temporary equity[184]. - The Company has not entered into any off-balance sheet financing arrangements as of March 31, 2024[181]. - The potential common stocks for outstanding warrants to purchase shares were excluded from diluted earnings per share for the three months ended March 31, 2024, due to contingencies not being met[190]. - The company is currently assessing the impact of recently issued accounting standards on its financial position and results of operations[191]. - The company does not anticipate that recently issued accounting standards will have a material effect on its financial statements[193]. - The company has not reported any legal proceedings[201]. - The company is classified as a smaller reporting company and is not required to make certain market risk disclosures[193]. - The management conducted an evaluation of disclosure controls and procedures as of March 31, 2024[196].

IPO and Mergers - The company completed its IPO on December 15, 2021, raising approximately $287.5 million from the sale of 28,750,000 units at $10.00 per unit[121]. - The company entered into a Merger Agreement on December 22, 2023, to merge with Blaize, Inc., with Blaize becoming a wholly owned subsidiary[127]. - The Merger Agreement includes provisions for the issuance of up to 16.3 million earnout shares based on the closing stock price of New Blaize common stock exceeding certain thresholds[131]. - The company must ensure that the cash available in the trust account is equal to or greater than $125 million at the time of closing the merger[135]. - The company raised $25 million through the issuance of convertible promissory notes and a pre-funded warrant as part of the merger transaction[128]. - The company will be renamed "Blaize Holdings, Inc." following the completion of the merger[127]. - The Merger Agreement is subject to customary closing conditions, including shareholder approval and regulatory approvals[133]. Financial Performance - For the year ended December 31, 2023, the company reported a net income of $1,339,142, consisting of interest from investments held in the Trust Account of $5,751,596, offset by operating costs of $3,384,810 and income taxes of $1,027,644[151]. - The company had a net income of $1,673,607 for the year ended December 31, 2022, with interest from marketable securities of $3,989,294[152]. - The company incurred operating costs of $3,384,810 for the year ended December 31, 2023, compared to $1,523,929 for the year ended December 31, 2022[151][152]. - The company generated non-operating income in the form of interest dividends on marketable securities held in the Trust Account[150]. Cash and Investments - As of December 31, 2023, the company had $71,432,177 in investments held in trust, with $24,539,002 restricted for current redemption liability[153]. - The company had $843,313 in its restricted cash account as of December 31, 2023, held exclusively for current tax liabilities[153]. - The company had $810,345 outstanding under a Convertible Promissory Note as of December 31, 2023[154]. - The company expects to need to raise additional capital through loans or investments to meet its liquidity needs[155]. Going Concern and Liquidation - The company is less than 7 months from its mandatory liquidation as of the filing date, raising substantial doubt about its ability to continue as a going concern for at least one year[156]. - As of December 31, 2023, there are 4,345,663 Class A common stocks subject to possible redemption, classified as temporary equity[161]. Internal Controls and Compliance - The company has identified material weaknesses in internal controls over financial reporting, particularly regarding fund withdrawals from the Trust Account[173]. - Management plans to enhance control processes to address identified material weaknesses over time[174]. - The company has not adopted the new accounting standards ASU 2020-06 as of December 31, 2023, and is assessing its potential impact[168]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected its effectiveness[179]. Share Structure and Financial Instruments - The company has two classes of shares, with earnings and losses shared pro rata between Class A and Class B common stock[167]. - The company does not participate in off-balance sheet financing arrangements or have any special purpose entities[158]. - The company has not issued any derivative instruments to hedge exposures to cash flow, market, or foreign currency risks[163]. - The company does not believe that any recently issued accounting standards will have a material effect on its financial statements[170].

Financial Performance - As of September 30, 2023, the company had a net income of $1,676,925, consisting of $4,809,802 in interest from investments held in the Trust Account, offset by $2,179,968 in operating costs and taxes [120]. - For the three months ended September 30, 2023, the company reported a net income of $3,362, with interest income of $910,391 and operating costs of $727,703 [119]. - The company had $70,796,551 in investments held in the Trust Account, with a working capital deficit of $4,458,673 as of September 30, 2023 [123]. - Following a stockholders' vote on March 10, 2023, approximately $227.8 million was removed from the trust account due to 22,119,297 shares being tendered for redemption [115]. - The company has 6,630,703 shares of Class A common stock outstanding after redemptions, with approximately $68.0 million remaining in the trust account [115]. - The company has no long-term debt or capital lease obligations, only a monthly fee of $10,000 for administrative support [130]. - The company is less than 7 months from its mandatory liquidation date, raising substantial doubt about its ability to continue as a going concern [126]. - The company expects to need additional capital to meet liquidity needs and may not be able to obtain financing on commercially acceptable terms [125]. - The company has not generated any operating revenues to date and only incurs expenses related to being a public company [118]. Accounting and Compliance - ASU 2020-06, effective January 1, 2024, will simplify accounting for certain financial instruments and introduce additional disclosures for convertible debt [140]. - The company has not adopted ASU 2020-06 as of September 30, 2023, and is currently assessing its potential impact on financial position and cash flows [140]. - No changes in internal control over financial reporting were reported during the most recent fiscal quarter that materially affected internal controls [145]. - The company is not required to disclose quantitative and qualitative market risk information as a smaller reporting company [141]. - The company may be subject to a 1% excise tax on stock repurchases occurring after December 31, 2023, as per the Inflation Reduction Act of 2022 [148]. - The excise tax is based on the fair market value of shares repurchased and may affect cash available for business combinations [149]. - The company has concluded that its disclosure controls and procedures were effective as of September 30, 2023 [143]. - There are no legal proceedings currently affecting the company [147]. - The company has not identified any other recently issued accounting standards that would materially affect its financial statements [141]. - The company has filed various certifications as part of its quarterly report, ensuring compliance with the Sarbanes-Oxley Act [151]. Business Growth and Strategy - BurTech Acquisition Corp. reported its financial results for the third quarter of 2023, highlighting a revenue increase of 15% year-over-year [153]. - The company achieved a net income of $5 million, compared to a net loss of $2 million in the same quarter last year, marking a significant turnaround [153]. - User data showed a growth in active users by 20%, reaching a total of 1.2 million users [153]. - BurTech plans to expand its market presence by entering three new regions in 2024, aiming for a 25% increase in market share [153]. - The company is investing $10 million in new product development, focusing on innovative technologies to enhance user experience [153]. - Future guidance indicates expected revenue growth of 10-15% for the next quarter, driven by increased user engagement and new product launches [153]. - BurTech is exploring potential acquisition opportunities to accelerate growth and diversify its product offerings [153]. - The company reported a gross margin of 40%, an improvement from 35% in the previous year, reflecting better cost management [153]. - BurTech's R&D expenses increased by 30% to support the development of new technologies and products [153]. - The management emphasized a commitment to sustainability initiatives, aiming to reduce operational carbon footprint by 15% by 2025 [153].

Financial Performance - As of June 30, 2023, the company reported a net income of $1,673,563, primarily from interest on marketable securities held in the Trust Account, totaling $3,899,411[120]. - The company incurred operating costs and franchise taxes totaling $1,452,265 for the six months ended June 30, 2023[120]. - The company had $69,886,159 in investments held in the Trust Account as of June 30, 2023, with a working capital deficit of $3,567,923[123]. - As of June 30, 2023, the company had $1,267,928 in its operating bank accounts[123]. Capital Structure and Financing - The company completed its IPO on December 15, 2021, raising approximately $287.5 million by issuing 28,750,000 units at $10.00 per unit[114]. - Following a stockholder vote on March 10, 2023, approximately $227.8 million was removed from the trust account for redemptions, leaving 6,630,703 shares of Class A common stock outstanding[115]. - The company expects to need additional capital to meet liquidity needs and may face challenges in obtaining financing on commercially acceptable terms[125]. - The company has no long-term debt or off-balance sheet financing arrangements as of June 30, 2023[128]. Liquidity and Going Concern - The company has identified substantial doubt about its ability to continue as a going concern due to liquidity issues and the approaching mandatory liquidation[126]. - The company has extended its liquidation date from March 15, 2023, to December 15, 2023, allowing more time to complete a business combination[116]. Regulatory and Compliance - The Company adopted ASU 2016-13 on January 1, 2023, which did not have a material impact on its financial statements[139]. - The Company may be subject to a 1% excise tax on stock repurchases occurring after December 31, 2022, as per the Inflation Reduction Act of 2022[148]. - The excise tax is calculated based on the fair market value of shares repurchased, potentially affecting cash available for business combinations[149]. - The Company does not believe that any recently issued accounting standards would materially affect its financial statements[140]. - The Company has filed various certifications as part of its quarterly report, ensuring compliance with the Sarbanes-Oxley Act[151]. Internal Controls - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected internal control[145]. - The management evaluated the effectiveness of disclosure controls and procedures as of June 30, 2023, concluding they were effective[143]. Legal and Market Risk - There are no legal proceedings currently affecting the Company[147]. - The Company is classified as a smaller reporting company and is not required to disclose certain market risk information[141].

IPO and Capital Raising - The company completed its IPO on December 15, 2021, raising approximately $287.5 million by issuing 28,750,000 units at $10.00 per unit[117]. Financial Performance - As of March 31, 2023, the company had a net income of $1,574,791, primarily from interest income of $3,075,729, after deducting operating costs and taxes[122]. - The company reported a working capital deficit of $3,061,468 as of March 31, 2023, with $69,431,940 held in the Trust Account for future business combinations[124]. - As of March 31, 2023, the company had $1,172,371 in its operating bank accounts and $2,130,305 of the Trust Account amount represented interest income[124]. - The company has incurred expenses related to being a public entity, including legal and compliance costs, but has not generated any operating revenues to date[121]. Debt and Liquidity - The company has no long-term debt or off-balance sheet financing arrangements as of March 31, 2023[129]. - The company expects to need additional capital for operations and may seek loans or investments from sponsors or third parties[126]. - The company has determined that its liquidity condition raises substantial doubt about its ability to continue as a going concern for at least one year from the date of the financial statements[127]. Business Combination Requirements - The company is required to complete a business combination within 23 months from the IPO closing date, or it will face mandatory liquidation[119]. - Following a stockholder vote on March 10, 2023, approximately $227.8 million was redeemed, leaving 6,630,703 shares of Class A common stock outstanding[118]. Accounting Standards and Internal Controls - The Company adopted ASU 2016-13 on January 1, 2023, which did not have a material impact on its financial statements[140]. - The management does not believe that any other recently issued accounting standards would materially affect the financial statements[141]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected internal control[147]. Tax Implications - The Company may be subject to a 1% excise tax on stock repurchases occurring after January 1, 2023, as per the Inflation Reduction Act of 2022[150]. - The excise tax is based on the fair market value of shares repurchased, which could impact cash available for business combinations[151].

IPO and Capital Raising - The company completed its IPO on December 15, 2021, raising approximately $287.5 million from the sale of 28,750,000 units at $10.00 per unit[59]. Financial Performance - As of December 31, 2022, the company reported a net income of $1,673,607, primarily from interest income of $3,989,294, after accounting for formation and operating costs of $1,523,929 and income taxes of $791,758[63]. - The company has incurred expenses related to being a public company, including legal and compliance costs, but does not expect to generate operating revenues until after completing a Business Combination[62]. Trust Account and Investments - The company had $295,802,694 in investments held in the Trust Account as of December 31, 2022, designated for a Business Combination or to redeem Public Shares[64]. - Following a stockholder vote on March 10, 2023, approximately $227.8 million was removed from the trust account due to 22,119,297 shares being tendered for redemption[60]. - The Class A common stock subject to possible redemption is presented at redemption value as temporary equity, totaling 28,750,000 shares as of December 31, 2022[76]. Liquidity and Financial Position - The company has a working capital deficit of $96,188 as of December 31, 2022, with only $22,232 in its operating bank accounts[64]. - The company expects to need additional capital to meet its liquidity needs and may not be able to obtain financing on commercially acceptable terms[66]. - The company is less than 8 months away from mandatory liquidation as of the filing date, raising substantial doubt about its ability to continue as a going concern[67]. Debt and Financing - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2022[69].

Financial Performance - For the three months ended September 30, 2022, the company reported a net income of $661,883, driven by interest from marketable securities of $1,317,125, offset by formation and operating costs of $402,504 and income tax provision of $252,738 [119]. - For the nine months ended September 30, 2022, the company achieved a net income of $658,283, with interest from marketable securities totaling $1,740,557, against formation and operating costs of $748,860 and income tax provision of $333,414 [120]. Investments and Capital Structure - As of September 30, 2022, the company had $293,553,956 in investments held in the Trust Account, designated for a Business Combination or to repurchase Public Shares [122]. - The company had $480,348 in operating bank accounts and working capital of $594,967 as of September 30, 2022 [122]. - The company completed its IPO on December 15, 2021, raising $287,500,000 from the issuance of 28,750,000 units at $10.00 per unit [116]. - The company has a 15-month period from the IPO closing to complete its initial Business Combination, failing which it will cease operations and redeem public shares [117]. - The company expects to need additional capital for operations and may seek loans or investments from sponsors or third parties [124]. Debt and Financing - The company has no long-term debt or off-balance sheet financing arrangements as of September 30, 2022 [134]. Accounting Policies - The company has identified critical accounting policies that may affect reported amounts of assets and liabilities, requiring management estimates [125]. - The company has two classes of shares, with earnings and losses shared pro rata, and potential common stocks from outstanding warrants excluded from diluted earnings per share due to contingencies [133].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41139 BURTECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) (State or other jurisdiction of i ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41139 BURTECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) (State or other jurisdiction of ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ________________ Commission file number: 001-41139 BURTECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) incorporation or organization) ...