PART I. FINANCIAL INFORMATION This section provides comprehensive financial data and disclosures for the reporting period [Item 1. Condensed Financial Statements](index=4&type=section&id=Item%201.%20Condensed%20Financial%20Statements) This section presents unaudited condensed financial statements and notes on the company's financial position and operations [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) | Metric | Sep 30, 2023 (unaudited) | Dec 31, 2022 | | :-------------------------- | :----------------------- | :------------- | | Total Assets | $66,941,260 | $65,507,954 | | Total Liabilities | $6,111,860 | $6,323,935 | | Shareholders' Deficit | $(5,092,433) | $(5,178,055) | | Investments held in Trust Account | $66,625,243 | $64,703,943 | [Unaudited Condensed Statements of Operations](index=5&type=section&id=Unaudited%20Condensed%20Statements%20of%20Operations) | Metric | 3 Months Ended Sep 30, 2023 | 3 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2023 | Period from Feb 15, 2022 (inception) through Sep 30, 2022 | | :-------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :----------------------------------------------------------------------- | | General and administrative expenses | $240,703 | $2,914 | $982,210 | $43,914 | | Loss from operations | $(240,703) | $(2,914) | $(1,102,430) | $(43,914) | | Interest income from investments held in Trust Account | $872,501 | — | $2,225,300 | — | | Change in fair value of derivative warrant liabilities | $(543,980) | — | $967,060 | — | | Net income (loss) | $(72,939) | $(2,914) | $1,645,381 | $(43,914) | | Basic and diluted net income (loss) per share, Class A common stock | $(0.01) | — | $0.21 | — | [Unaudited Condensed Statements of Changes in Shareholders' Deficit](index=6&type=section&id=Unaudited%20Condensed%20Statements%20of%20Changes%20in%20Shareholders'%20Deficit) | Metric | Balance—December 31, 2022 | Balance—September 30, 2023 (unaudited) | | :--------------------------------------- | :------------------------ | :--------------------------------------- | | Total Shareholders' Deficit | $(5,178,055) | $(5,092,433) | | Accretion for Class A common stock to redemption amount (9 months) | N/A | $(1,559,759) | | Net income (9 months) | N/A | $1,645,381 | [Unaudited Condensed Statements of Cash Flows](index=7&type=section&id=Unaudited%20Condensed%20Statements%20of%20Cash%20Flows) | Metric | 9 Months Ended Sep 30, 2023 | Period from Feb 15, 2022 (inception) through Sep 30, 2022 | | :--------------------------------------- | :-------------------------- | :----------------------------------------------------------------------- | | Net income (loss) | $1,645,381 | $(43,914) | | Net cash (used in) provided by operating activities | $(600,342) | $4 | | Net cash provided by investing activities | $304,000 | — | | Net cash provided by financing activities | $57,812 | $40,439 | | Net change in cash | $(238,530) | $40,443 | | Cash—End of the period | $9 | $40,443 | [Notes to Unaudited Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) [Note 1—Description of Organization and Business Operations](index=8&type=section&id=Note%201%E2%80%94Description%20of%20Organization%20and%20Business%20Operations) - dMY Squared Technology Group, Inc. is a blank check company (SPAC) formed for a business combination, with no operations commenced as of September 30, 2023[20](index=20&type=chunk)[21](index=21&type=chunk)[135](index=135&type=chunk) - The company raised approximately **$63.2 million** from its Initial Public Offering (IPO) and Partial Over-Allotment, with **$64.1 million** placed in a Trust Account[22](index=22&type=chunk)[25](index=25&type=chunk)[136](index=136&type=chunk) - Management has identified substantial doubt about the company's ability to continue as a going concern due to de minimis cash, a working capital deficit of approximately **$1.1 million**, and the mandatory liquidation if a business combination is not completed by **January 4, 2024** (or **July 4, 2024**, with extensions)[37](index=37&type=chunk)[39](index=39&type=chunk)[44](index=44&type=chunk) [Note 2—Summary of Significant Accounting Policies](index=12&type=section&id=Note%202%E2%80%94Summary%20of%20Significant%20Accounting%20Policies) - The company is an "emerging growth company" and has elected to use the extended transition period for complying with new or revised financial accounting standards, which may affect comparability[55](index=55&type=chunk)[56](index=56&type=chunk)[169](index=169&type=chunk) - Investments held in the Trust Account are classified as trading securities or money market funds and recognized at fair value, with gains and losses included in interest income[61](index=61&type=chunk) - Derivative warrant liabilities are recognized at fair value, with subsequent changes in fair value recognized in the condensed statements of operations each reporting period[66](index=66&type=chunk)[68](index=68&type=chunk) [Note 3—Initial Public Offering](index=17&type=section&id=Note%203%E2%80%94Initial%20Public%20Offering) | IPO Event | Date | Units/Warrants | Price per Unit/Warrant | Gross Proceeds | | :-------------------------- | :----------- | :------------- | :--------------------- | :------------- | | Initial Public Offering | Oct 4, 2022 | 6,000,000 units | $10.00 | $60.0 million | | Partial Over-Allotment | Oct 11, 2022 | 319,000 units | $10.00 | $3.2 million | - Each unit consists of one share of Class A common stock and one-half of one redeemable Public Warrant, exercisable at **$11.50** per share[89](index=89&type=chunk) [Note 4—Related Party Transactions](index=17&type=section&id=Note%204%E2%80%94Related%20Party%20Transactions) - The Sponsor initially purchased **2,875,000** Founder Shares for **$25,000**, which were subsequently adjusted to **1,579,750** shares outstanding as of September 30, 2023, due to surrenders and forfeitures[90](index=90&type=chunk)[118](index=118&type=chunk) - The Sponsor purchased **2,884,660** Private Placement Warrants for approximately **$2.8 million**, which are non-redeemable and exercisable on a cashless basis while held by the Sponsor[92](index=92&type=chunk)[95](index=95&type=chunk)[137](index=137&type=chunk) - The Sponsor provided Overfunding Loans totaling **$947,850**, deposited into the Trust Account, which will be repaid or converted into Class A common stock upon a business combination[24](index=24&type=chunk)[98](index=98&type=chunk)[139](index=139&type=chunk) - The company pays the Sponsor **$10,000** per month for office space, administrative and support services[103](index=103&type=chunk)[160](index=160&type=chunk) [Note 5—Commitments and Contingencies](index=19&type=section&id=Note%205%E2%80%94Commitments%20and%20Contingencies) - Holders of Founder Shares, Private Placement Warrants, and warrants from Working Capital Loans and Extension Loans are entitled to registration rights[105](index=105&type=chunk)[162](index=162&type=chunk) | Underwriting Fee Type | Amount | Payment Condition | | :-------------------- | :----- | :---------------- | | Initial Discount | $0.8 million | Upon IPO closing | | Deferred Commission | $2.1 million | Upon Business Combination completion | | Over-Allotment Fee | $45,000 | Upon Partial Over-Allotment closing | | Deferred Over-Allotment Commission | $112,000 | Upon Business Combination completion | [Note 6—Derivative Warrant Liabilities](index=20&type=section&id=Note%206%E2%80%94Derivative%20Warrant%20Liabilities) - The company has **6,044,160** warrants outstanding, comprising **3,159,500** Public Warrants and **2,884,660** Private Placement Warrants[109](index=109&type=chunk) - Warrants have an exercise price of **$11.50** per share and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation[110](index=110&type=chunk) - Public Warrants can be redeemed by the company if Class A common stock price reaches **$18.00** (for **$0.01** per warrant) or **$10.00** (for **$0.10** per warrant, with cashless exercise option)[112](index=112&type=chunk)[114](index=114&type=chunk) [Note 7—Shareholders' Deficit](index=21&type=section&id=Note%207%E2%80%94Shareholders'%20Deficit) | Stock Class | Par Value | Authorized Shares | Issued & Outstanding (Sep 30, 2023) | | :---------- | :-------- | :---------------- | :---------------------------------- | | Preferred | $0.0001 | 1,000,000 | None | | Class A | $0.0001 | 35,000,000 | 6,319,000 (all redeemable) | | Class B | $0.0001 | 5,000,000 | 1,579,750 | - Class B common stock will automatically convert into shares of Class A common stock concurrently with or immediately following the consummation of the initial Business Combination on a one-for-one basis, subject to adjustment[122](index=122&type=chunk) [Note 8—Fair Value Measurements](index=22&type=section&id=Note%208%E2%80%94Fair%20Value%20Measurements) | Financial Instrument | Sep 30, 2023 Fair Value | Dec 31, 2022 Fair Value | Fair Value Hierarchy Level (Sep 30, 2023) | | :------------------- | :---------------------- | :---------------------- | :---------------------------------------- | | Investments held in Trust Account | $66,625,243 | $64,703,943 | Level 1 | | Public Warrants | $789,880 | $1,295,400 | Level 2 | | Private Warrants | $721,170 | $1,182,710 | Level 3 | - The fair value measurement for Public Warrants was transferred to **Level 2** as of September 30, 2023, due to low trading volume, after being a **Level 1** measurement in December 2022[126](index=126&type=chunk) - The estimated fair value of the Private Placement Warrants is determined using the Monte Carlo simulation method with **Level 3** unobservable inputs[128](index=128&type=chunk)[129](index=129&type=chunk) [Note 9—Subsequent Events](index=23&type=section&id=Note%209%E2%80%94Subsequent%20Events) - No subsequent events requiring adjustment to or disclosure in the unaudited condensed financial statements were identified up to the date of issuance[131](index=131&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial condition, operations, IPO, going concern status, and key risks [Overview](index=24&type=section&id=Overview) - The company is a blank check company (SPAC) with no operating revenues, focused on completing a business combination[135](index=135&type=chunk) - The IPO raised **$60.0 million**, with an additional **$3.2 million** from a partial over-allotment, and **$64.1 million** was placed in a Trust Account[136](index=136&type=chunk)[140](index=140&type=chunk) - The company has **15 months** from the IPO closing (**January 4, 2024**) to complete a business combination, extendable up to **21 months** (**July 4, 2024**) with additional Sponsor funding; failure to do so will result in liquidation[143](index=143&type=chunk)[144](index=144&type=chunk) [Going Concern Consideration](index=26&type=section&id=Going%20Concern%20Consideration) - Substantial doubt exists about the company's ability to continue as a going concern due to de minimis cash, a **$1.1 million** working capital deficit, and the risk of mandatory liquidation[146](index=146&type=chunk)[149](index=149&type=chunk) - Liquidity needs were satisfied through net proceeds from the IPO and Private Placement held outside the Trust Account, and advances from related parties totaling approximately **$173,000** as of September 30, 2023[147](index=147&type=chunk) [Risks and Uncertainties](index=26&type=section&id=Risks%20and%20Uncertainties) - The company is evaluating the impact of the COVID-19 pandemic and the Russia-Ukraine conflict, but their specific financial impacts are not yet determinable[150](index=150&type=chunk)[151](index=151&type=chunk) - The Inflation Reduction Act of 2022 imposes a **1%** excise tax on certain stock repurchases after December 31, 2022, which could reduce cash available for a business combination or redemptions[153](index=153&type=chunk) - Interim guidance (Notice 2023-2) clarifies some aspects of the excise tax, excluding distributions upon complete liquidation, but other aspects remain unclear[154](index=154&type=chunk) [Results of Operations](index=27&type=section&id=Results%20of%20Operations) - The company generates non-operating income from investments in the Trust Account and incurs expenses for public company compliance and due diligence[155](index=155&type=chunk) | Metric | 3 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2023 | 3 Months Ended Sep 30, 2022 | Period from Feb 15, 2022 (inception) through Sep 30, 2022 | | :-------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :----------------------------------------------------------------------- | | Net income (loss) | $(73,000) | $1.6 million | $(3,000) | $(44,000) | | General and administrative expenses | $241,000 | $982,000 | $3,000 | $44,000 | | Interest income from Trust Account | $873,000 | $2.2 million | — | — | | Change in fair value of derivative warrant liabilities | $(544,000) | $967,000 | — | — | [Contractual Obligations](index=28&type=section&id=Contractual%20Obligations) - The company pays its Sponsor **$10,000** per month for office space, administrative and support services[160](index=160&type=chunk) - Deferred underwriting commissions totaling **$2.212 million** are payable to the underwriter only upon the completion of a business combination[163](index=163&type=chunk)[164](index=164&type=chunk) - Overfunding Loans of **$947,850** from the Sponsor are repayable or convertible into Class A common stock upon the closing of an initial Business Combination[165](index=165&type=chunk) [Critical Accounting Estimates](index=29&type=section&id=Critical%20Accounting%20Estimates) - The determination of the fair value of derivative warrant liabilities is a significant accounting estimate, subject to change and potential significant differences from actual results[167](index=167&type=chunk) [Off-Balance Sheet Arrangements and Contractual Obligations](index=29&type=section&id=Off-Balance%20Sheet%20Arrangements%20and%20Contractual%20Obligations) - As of September 30, 2023, the company had no off-balance sheet arrangements or additional contractual obligations beyond those already disclosed[168](index=168&type=chunk) [JOBS Act](index=29&type=section&id=JOBS%20Act) - As an "emerging growth company" under the JOBS Act, the company has elected to delay the adoption of new accounting standards and is exempt from certain reporting requirements, including auditor attestation on internal controls and full executive compensation disclosure[169](index=169&type=chunk)[170](index=170&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=29&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, DMY Squared Technology Group, Inc. is not required to provide market risk disclosures - As a smaller reporting company, the registrant is exempt from providing quantitative and qualitative disclosures about market risk[171](index=171&type=chunk) [Item 4. Controls and Procedures](index=29&type=section&id=Item%204.%20Controls%20and%20Procedures) This section evaluates disclosure controls and procedures and reports on internal control changes [Evaluation of Disclosure Controls and Procedures](index=29&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of September 30, 2023[174](index=174&type=chunk) [Changes in Internal Control over Financial Reporting](index=30&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) - There were no material changes in the company's internal control over financial reporting during the fiscal quarter ended September 30, 2023[175](index=175&type=chunk) PART II. OTHER INFORMATION This section includes legal, risk, equity, and control information not covered in financial statements [Item 1. Legal Proceedings](index=30&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings as of the date of this Quarterly Report on Form 10-Q - There are no legal proceedings to report[176](index=176&type=chunk) [Item 1A. Risk Factors](index=30&type=section&id=Item%201A.%20Risk%20Factors) This section confirms no material changes to previously disclosed risk factors - No material changes to previously disclosed risk factors were identified as of the report date[177](index=177&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=30&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities or use of proceeds during the period - There were no unregistered sales of equity securities or use of proceeds to report[178](index=178&type=chunk) [Item 3. Defaults Upon Senior Securities](index=30&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - There were no defaults upon senior securities to report[179](index=179&type=chunk) [Item 4. Mine Safety Disclosures](index=30&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - This item is not applicable[180](index=180&type=chunk) [Item 5. Other Information](index=30&type=section&id=Item%205.%20Other%20Information) The company reported no other information - No other information to report[181](index=181&type=chunk) [Item 6. Exhibits](index=30&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the report, including executive certifications and XBRL documents - The report includes various exhibits, such as certifications from the Principal Executive Officer and Principal Financial Officer, and Inline XBRL documents[182](index=182&type=chunk)[183](index=183&type=chunk)[185](index=185&type=chunk) SIGNATURE This section contains the official signatures certifying the accuracy of the report - The report was signed by Harry L. You (Chief Financial Officer) and Niccolo de Masi (Chief Executive Officer) on November 14, 2023[190](index=190&type=chunk)

Financial Position - As of June 30, 2023, dMY Squared Technology Group, Inc. had a cash and working capital deficit of approximately $724,000, including tax obligations of about $342,000[145]. - The company has incurred significant costs in pursuit of acquisition plans and expects to continue doing so[145]. - The management has substantial doubt about the company's ability to continue as a going concern if a Business Combination is not completed[148]. - The Inflation Reduction Act imposes a 1% excise tax on stock repurchases, which may affect the company's cash available for Business Combinations[152]. - The company has not commenced any operations and will not generate operating revenues until after completing a Business Combination[134]. - As of June 30, 2023, the company did not have any off-balance sheet arrangements or contractual obligations[166]. Initial Public Offering (IPO) - The Initial Public Offering (IPO) generated gross proceeds of $60.0 million from the sale of 6,000,000 units at $10.00 per unit, with offering costs of approximately $3.7 million[135]. - An additional $3.2 million was raised from the underwriter's partial over-allotment of 319,000 units[135]. - The total net proceeds placed in the Trust Account amounted to approximately $64.1 million, invested in U.S. government securities[139]. - The underwriter received an underwriting discount of approximately $0.8 million upon the closing of the Initial Public Offering, with an additional deferred fee of $2.1 million payable upon completion of a Business Combination[162]. Business Combination - The company has 15 months from the IPO closing date to complete an initial Business Combination, extendable up to 21 months under certain conditions[142]. - If a Business Combination is not completed within the specified period, the company will cease operations and redeem Public Shares at a price equal to the amount in the Trust Account[143]. - The Sponsor extended Overfunding Loans to the company totaling $947,850, which will be repaid or converted into shares upon the closing of the initial Business Combination[164]. Financial Performance - For the three months ended June 30, 2023, the company reported a net income of approximately $1.2 million, driven by a change in fair value of derivative warrant liabilities of approximately $907,000 and interest income of approximately $669,000[155]. - For the six months ended June 30, 2023, the company achieved a net income of approximately $1.7 million, with approximately $1.5 million from changes in fair value of derivative warrant liabilities and approximately $1.4 million from interest income[156]. - The company incurred approximately $742,000 in general and administrative expenses for the six months ended June 30, 2023, including $60,000 paid to the Sponsor[156]. - The company has recorded an outstanding balance of $10,000 in accrued expenses related to administrative services as of June 30, 2023[159]. - The company entered into an agreement to pay the Sponsor $10,000 per month for office space and administrative services, with a total of $30,000 recorded for the three months ended June 30, 2023[159]. - The company reported a net loss of $41,000 for the period from February 15, 2022, through June 30, 2022, solely from general and administrative expenses[158]. Regulatory Classification - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[167].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DMY SQUARED TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Massachusetts 001-41519 88-0748933 (State or other jurisdi ...

IPO and Fundraising - The company completed its initial public offering on October 4, 2022, selling 6,000,000 units at $10.00 per unit, generating net proceeds of $59,135,000[20]. - An additional 319,000 over-allotment units were sold on October 11, 2022, generating net proceeds of $3,145,340[21]. - The company raised a total of $64,137,850 from the IPO, private placements, and loans, which was placed in a trust account[27]. - As of December 31, 2022, the trust account held $64,703,943 in investments[29]. - The company has conducted private placements of warrants, generating gross proceeds of $2,884,660[22][23]. - The total funds in trust available for the initial business combination amount to $60,900,000[159]. - The company has placed $64,137,850 in the trust account from gross proceeds received from its initial public offering and related sales[181]. Business Combination Plans - The company intends to focus on acquiring businesses in the professional service industry with enterprise valuations between $500 million and $2 billion[32]. - The company plans to structure its initial business combination to acquire 100% of the target business or businesses[35]. - The company has established a due diligence process for evaluating prospective target businesses, which may include meetings with management and financial reviews[36]. - The company has a 15-month period from the closing of its initial public offering to complete the initial business combination, extendable to 21 months if necessary[46]. - The company may only complete one business combination with the proceeds from its initial public offering, which could lead to dependency on a single business and limit diversification[104]. - The company has not selected a specific business combination target but intends to target businesses with enterprise values greater than the net proceeds from its initial public offering[130]. Shareholder Rights and Approvals - The company requires a majority vote from public shareholders, specifically 2,250,001 shares or 37.5% of the 6,000,000 public shares sold, to approve the initial business combination[53]. - The company may not seek shareholder approval for the business combination if not required by law, potentially limiting public shareholders' voting rights[51]. - Redemption rights are limited to 15% of public shares without prior consent, aimed at preventing large shareholders from blocking business combinations[44]. - Initial shareholders own 20% of the outstanding common stock, which may influence the likelihood of obtaining shareholder approval for the business combination[53]. Financial Condition and Risks - The independent auditor has expressed substantial doubt about the company's ability to continue as a going concern if a business combination is not completed by January 4, 2024[64]. - The company may face challenges in completing its initial business combination due to potential shareholder redemption rights, which could limit the cash available for the transaction[57]. - If a significant number of shares are redeemed, the company may need to restructure the transaction or seek third-party financing, potentially leading to dilution of equity[57]. - The company has approximately $239,000 in cash and working capital of approximately $343,000, which includes tax obligations of approximately $242,000[80]. - The company may need to borrow funds from its sponsor or management team to fund its search for a target business if the net proceeds from the initial public offering are insufficient[79]. - The company may incur substantial debt to complete a business combination, which could adversely affect its leverage and financial condition[103]. Market and Competitive Environment - The company may face competition from other entities with greater financial resources, which could limit its ability to acquire larger target businesses[47]. - The company is subject to significant competition for business combination opportunities, which may hinder its ability to complete a successful acquisition[77]. - Increased competition among special purpose acquisition companies (SPACs) may lead to scarcity of attractive targets, raising costs and complicating business combinations[137]. - Recent inflation increases could lead to price volatility for publicly traded securities, impacting the ability to consummate business combinations[138]. - Military conflict in Ukraine may cause economic disruptions, complicating the identification of business combination partners[139]. Operational and Regulatory Risks - The ongoing COVID-19 pandemic may adversely affect the company's ability to find suitable target businesses and complete transactions due to market volatility and restrictions on meetings[60]. - The company must comply with SEC reporting requirements, including filing annual and quarterly reports[49]. - The company is subject to a 1% excise tax on stock repurchases after December 31, 2022, which may affect the attractiveness of business combination transactions[189]. - If deemed an investment company under the Investment Company Act, the company may face burdensome compliance requirements and restrictions on its activities[183]. - The company intends to avoid being classified as an investment company by limiting its investments to U.S. government securities and maintaining a business plan focused on long-term growth[187]. Management and Governance - The company is dependent on a small group of executive officers and directors, whose loss could adversely affect operations[143]. - Conflicts of interest may arise as executive officers and directors allocate time to other business ventures, affecting the ability to complete business combinations[146]. - The company has not adopted a policy to prohibit conflicts of interest among its directors and executive officers[150]. - Members of the management team may be involved in unrelated litigation, which could divert attention and resources from identifying and selecting a target business[131]. Shareholder Equity and Securities - The company may issue additional shares of Class A common stock or preferred stock to complete its initial business combination, which could dilute existing shareholders[200]. - The nominal purchase price for founder shares may lead to significant dilution of public shares upon the business combination[158]. - The company’s warrants are expected to be accounted for as derivative liabilities, which may adversely affect the market price of Class A common stock[171]. - The company has issued a total of 6,044,160 warrants, including 3,159,500 from the initial public offering and 2,884,660 from a private placement, each exercisable at $11.50 per share[169]. - The company’s unit structure includes one-half of one warrant, which may make its units worth less compared to other special purpose acquisition companies[170]. Trust Account and Redemption - If the company cannot complete the business combination within the specified period, it will redeem public shares at a cash price based on the trust account balance, which must not fall below $5,000,001 in net tangible assets[54]. - If the initial business combination is not completed within the specified time, the company will redeem public shares at a price equal to the amount in the trust account, minus up to $100,000 for dissolution expenses[72]. - The trust account funds may only be invested in U.S. government treasury obligations with a maturity of 185 days or less, or in certain money market funds[181]. - If the trust account balance falls below $64,137,850 due to negative interest rates, the per-share redemption amount may be reduced below $10.15[181]. Miscellaneous - The company has not paid any cash dividends on its common stock to date and does not intend to do so prior to completing its initial business combination[217]. - The company is classified as an emerging growth company, which allows it to take advantage of certain exemptions from disclosure requirements[207]. - Cyber incidents could lead to financial loss and operational disruption, as the company lacks significant investments in data security protection[206]. - The company may face additional risks if it pursues a target company located outside of the United States, including challenges in conducting due diligence and obtaining local government approvals[117].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DMY SQUARED TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Massachusetts 88-0748933 (State or other jurisdiction ...