UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 Or ☐ 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 001-39819 DUNE ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) (State or Other J ...

Financial Position - As of March 31, 2023, the trust account held approximately $11.9 million in cash and investments, including interest income available for tax obligations of about $34,000[121] - The company had a working capital deficit of approximately $112,000 as of March 31, 2023, excluding tax obligations of approximately $128,000[132] - Approximately $160.7 million was removed from the trust account to pay stockholders who redeemed their shares during the special meeting, leaving about $11.8 million remaining[126] - The Company had no borrowings under working capital loans as of March 31, 2023[148] Income and Expenses - For the three months ended March 31, 2023, the company reported a net income of approximately $1.2 million, driven by $2.1 million of other income and $93,000 from investments, offset by $674,000 in non-operating losses and $197,000 in general and administrative expenses[140] - The Company incurred $30,000 in administrative services expenses for the three months ended March 31, 2023, under an agreement with the Sponsor[149] - The company incurred approximately $10.0 million in offering costs during its initial public offering, including $6.0 million in deferred underwriting commissions[119] - The Company paid an underwriting discount of $3,450,000 at the closing of the initial public offering, with an additional deferred discount of $6,037,500 payable upon completion of a business combination[152] Business Combination and Operations - The company has until December 22, 2023, to complete a business combination, after which it will cease operations and liquidate if unsuccessful[122] - The company has not generated any operating revenues to date and will only do so after completing a business combination[139] - If a business combination is not completed by December 22, 2023, the proceeds will be part of the liquidating distribution to public stockholders[146] Shareholder and Sponsor Information - The company received $2.75 million from a settlement agreement with TradeZero in January 2023, which was primarily used to pay accounts payable and expenses[133] - The Sponsor purchased 3,737,500 Founder Shares for an aggregate price of $25,000, which was converted into 4,312,500 Founder Shares after a stock split[142] - The underwriter exercised its over-allotment option in full on December 22, 2020, resulting in no forfeiture of 562,500 Founder Shares[142] - A total of $172,500,000 was placed in the trust account at the closing of the initial public offering[144] - The Sponsor agreed to loan up to $200,000 to cover IPO-related expenses, of which approximately $31,000 was borrowed and fully repaid[147] - As of March 31, 2023, there were $1,500 due to related parties[150] Tax and Regulatory Considerations - The company is subject to a new 1% U.S. federal excise tax on stock repurchases, effective in 2023, which may impact future financial strategies[136]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K OR (Mark One) ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39819 For the fiscal year ended December 31, 2022 DUNE ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) (State or Other ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ 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 ___________ Commission File Number 001-39819 DUNE ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 85- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 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 ___________ Commission File Number 001-39819 DUNE ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 85-16179 ...

PART I. FINANCIAL INFORMATION [Unaudited Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section presents the company's unaudited financial statements as of March 31, 2022, detailing assets, liabilities, and performance, including a $3.3 million net income and going concern uncertainty [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2022, the company reported total assets of $172.6 million, primarily held in a Trust Account, with total liabilities of $11.2 million and a stockholders' deficit of $11.0 million Condensed Consolidated Balance Sheet Highlights (Unaudited) | Financial Metric | March 31, 2022 (USD) | December 31, 2021 (USD) | | :--- | :--- | :--- | | **Assets** | | | | Cash | $19,401 | $116,140 | | Investments held in Trust Account | $172,500,855 | $172,543,076 | | **Total Assets** | **$172,614,854** | **$172,751,689** | | **Liabilities & Stockholders' Deficit** | | | | Total current liabilities | $2,160,061 | $1,920,993 | | Derivative warrant liabilities | $2,964,500 | $6,602,750 | | **Total Liabilities** | **$11,162,061** | **$14,561,243** | | Class A common stock subject to possible redemption | $172,500,000 | $172,500,000 | | **Total stockholders' deficit** | **($11,047,207)** | **($14,309,554)** | [Unaudited Condensed Consolidated Statements of Operations](index=5&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations) For the three months ended March 31, 2022, the company reported a net income of $3.3 million, primarily from non-cash gains on derivative warrant liabilities, a decrease from $6.1 million in the prior year Condensed Consolidated Statements of Operations (Unaudited) | Metric | Three Months Ended March 31, 2022 (USD) | Three Months Ended March 31, 2021 (USD) | | :--- | :--- | :--- | | Total operating expenses | ($433,684) | ($215,123) | | Change in fair value of derivative warrant liabilities | $3,638,250 | $6,206,630 | | Income on investments held in Trust Account | $57,779 | $62,128 | | **Net income** | **$3,262,347** | **$6,051,134** | | Basic and diluted net income per share, Class A | $0.15 | $0.28 | | Basic and diluted net income per share, Class B | $0.15 | $0.28 | [Unaudited Condensed Consolidated Statements of Changes in Stockholders' Deficit](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Deficit) The stockholders' deficit improved from $(14.3) million to $(11.0) million during Q1 2022, driven by the period's net income - The stockholders' deficit decreased from **$(14,309,985)** at December 31, 2021, to **$(11,047,638)** at March 31, 2022, reflecting the net income of **$3,262,347** for the quarter[14](index=14&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was $196,739 for Q1 2022, with the cash balance decreasing to $19,401 by period end Cash Flow Summary (Unaudited) | Metric | Three Months Ended March 31, 2022 (USD) | Three Months Ended March 31, 2021 (USD) | | :--- | :--- | :--- | | Net cash used in operating activities | ($196,739) | ($525,339) | | Net cash provided by investing activities | $100,000 | $0 | | **Net change in cash** | **($96,739)** | **($525,339)** | | Cash - beginning of the period | $116,140 | $941,242 | | **Cash - end of the period** | **$19,401** | **$415,903** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's blank check status, the proposed TradeZero merger and subsequent litigation, and management's substantial doubt about going concern due to the impending business combination deadline - The company is a blank check company formed to effect a business combination and has not commenced any operations, with activities related to its formation, IPO, and search for a business combination[20](index=20&type=chunk)[21](index=21&type=chunk) - The company must complete a business combination by June 22, 2022, or it will be required to cease operations, redeem public shares, and dissolve[30](index=30&type=chunk) - On October 12, 2021, the company entered into a Merger Agreement with TradeZero Holding Corp, but subsequently filed a lawsuit against TradeZero on April 1, 2022, and on May 3, 2022, the Board of Directors changed its recommendation, now advising stockholders to vote against the business combination[33](index=33&type=chunk)[45](index=45&type=chunk) - Management has determined that there is substantial doubt about the Company's ability to continue as a going concern due to the impending June 22, 2022, deadline to consummate a business combination[54](index=54&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's blank check status, the TradeZero merger dispute, Q1 2022 net income of $3.3 million, and significant liquidity constraints raising going concern doubts - The company is a blank check company with a deadline of June 22, 2022, to complete a business combination, otherwise it will be forced to liquidate[128](index=128&type=chunk)[132](index=132&type=chunk) - As of March 31, 2022, the company had approximately **$19,000** in its operating bank account and a working capital deficit of approximately **$1.8 million**, raising substantial doubt about its ability to continue as a going concern[139](index=139&type=chunk)[141](index=141&type=chunk) - For the three months ended March 31, 2022, net income was approximately **$3.3 million**, which consisted primarily of a **$3.6 million** non-operating gain from the change in fair value of derivative warrant liabilities[146](index=146&type=chunk) - The company's warrants are accounted for as derivative liabilities at fair value, with changes in fair value reported in the statement of operations, representing a critical accounting policy that significantly impacts reported earnings[168](index=168&type=chunk)[169](index=169&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=34&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the company is not required to provide market risk disclosures and has not engaged in hedging activities - As a smaller reporting company, Dune Acquisition Corporation is not required to provide quantitative and qualitative disclosures about market risk[175](index=175&type=chunk) [Controls and Procedures](index=34&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls were ineffective as of March 31, 2022, due to a material weakness in accounting for complex financial instruments - Management concluded that disclosure controls and procedures were not effective as of March 31, 2022[176](index=176&type=chunk) - The ineffectiveness is due to a material weakness in internal control over financial reporting concerning the accounting for complex equity and equity-linked instruments, which previously resulted in the restatement of financial statements[176](index=176&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=35&type=section&id=Item%201.%20Legal%20Proceedings) On April 1, 2022, the company filed a lawsuit against TradeZero, and on May 3, 2022, the Board recommended stockholders vote against the proposed business combination - On April 1, 2022, the company filed a complaint in the Delaware Court of Chancery against the TradeZero Defendants, bringing claims for breach of contract, fraudulent inducement, fraudulent misrepresentation, and unjust enrichment[182](index=182&type=chunk) - On May 3, 2022, the company's Board of Directors changed its recommendation and now unanimously recommends that stockholders vote against the business combination with TradeZero[182](index=182&type=chunk) [Risk Factors](index=35&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K filed on March 29, 2022 - As of the date of this report, there have been no material changes to the risk factors disclosed in the company's Annual Report on Form 10-K filed on March 29, 2022[183](index=183&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=35&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the $172.5 million gross proceeds from the IPO and $4.85 million from a private placement, with $172.5 million placed in a trust account - The company completed a private sale of **4,850,000** Private Placement Warrants to its Sponsor at **$1.00** per warrant, generating gross proceeds of **$4,850,000**[184](index=184&type=chunk) - The initial public offering of **17,250,000** units at **$10.00** per unit generated total gross proceeds of **$172,500,000**[186](index=186&type=chunk) - Of the gross proceeds from the IPO and private placement, **$172,500,000** was placed in a trust account[189](index=189&type=chunk) [Defaults Upon Senior Securities](index=37&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[193](index=193&type=chunk) [Mine Safety Disclosures](index=37&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[195](index=195&type=chunk) [Other Information](index=37&type=section&id=Item%205.%20Other%20Information) The company reports no other information - None[197](index=197&type=chunk) [Exhibits](index=37&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed as part of the Quarterly Report on Form 10-Q, which include certifications from the Chief Executive Officer and Chief Financial Officer, as well as Inline XBRL documents - The report includes CEO and CFO certifications pursuant to SEC rules and the Sarbanes-Oxley Act, along with Inline XBRL data files[201](index=201&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ 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 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ Commission File Number: 001-39819 DUNE ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 Or ☐ 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 001-39819 DUNE ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 85- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 Or ☐ 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 001-39819 DUNE ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) | --- | |-------- ...

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Dune Acquisition Corporation presents unaudited condensed financial statements for Q1 2021, reporting **$6.05 million net income**, primarily from derivative warrant liabilities, with **$172.6 million** in its trust account [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) As of March 31, 2021, total assets were **$173.3 million**, liabilities **$14.6 million** (including **$8.4 million** derivative warrant liabilities), and stockholders' equity **$5.0 million** Condensed Balance Sheet Highlights (as of March 31, 2021) | Metric | March 31, 2021 (Unaudited) ($) | December 31, 2020 ($) | | :--- | :--- | :--- | | Cash | $415,903 | $941,242 | | Investments held in Trust Account | $172,573,340 | $172,511,212 | | **Total Assets** | **$173,291,696** | **$173,769,443** | | Derivative warrant liabilities | $8,373,980 | $14,580,610 | | **Total Liabilities** | **$14,598,391** | **$21,127,272** | | Class A common stock subject to possible redemption | $153,693,300 | $147,642,170 | | **Total Stockholders' Equity** | **$5,000,005** | **$5,000,001** | [Condensed Statement of Operations](index=5&type=section&id=Condensed%20Statement%20of%20Operations) Net income for Q1 2021 was **$6.05 million**, driven by a **$6.21 million** non-cash gain from derivative warrant liabilities, offset by operating expenses Statement of Operations (For the Three Months Ended March 31, 2021) | Item | Amount ($) | | :--- | :--- | | Total operating expenses | ($215,123) | | Change in fair value of derivative warrant liabilities | $6,206,630 | | Gain on investments held in Trust Account | $62,128 | | Income before income tax expense | $6,053,649 | | **Net income** | **$6,051,134** | | Basic and diluted net income per share, Class B | $1.40 | [Condensed Statement of Changes in Stockholders' Equity](index=6&type=section&id=Condensed%20Statement%20of%20Changes%20in%20Stockholders'%20Equity) Stockholders' equity remained stable at approximately **$5.0 million** for Q1 2021, with net income offset by reclassification to common stock subject to redemption - Stockholders' equity increased slightly from **$5,000,001** at December 31, 2020, to **$5,000,005** at March 31, 2021, with net income of **$6,051,134** offset by a **$6,051,130** reclassification to common stock subject to possible redemption[15](index=15&type=chunk) [Condensed Statement of Cash Flows](index=7&type=section&id=Condensed%20Statement%20of%20Cash%20Flows) Net cash used in operating activities was **$525,339** for Q1 2021, with cash balance decreasing from **$941,242** to **$415,903** Cash Flow Summary (For the Three Months Ended March 31, 2021) | Item | Amount ($) | | :--- | :--- | | Net income | $6,051,134 | | Change in fair value of derivative warrant liabilities | ($6,206,630) | | **Net cash used in operating activities** | **($525,339)** | | Cash - beginning of the period | $941,242 | | Cash - end of the period | $415,903 | [Notes to Unaudited Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) Notes detail SPAC organization, accounting policies, Public Offering specifics, related party transactions, commitments, and derivative warrant liabilities - The company is a blank check company formed to effect a Business Combination and has not commenced any operations, with all activity relating to its formation and the Public Offering[23](index=23&type=chunk)[24](index=24&type=chunk) - The company has 18 months from the closing of its Public Offering (until June 22, 2022) to complete a Business Combination, or it will be required to liquidate and redeem public shares[32](index=32&type=chunk) - Public and Private Placement Warrants are recognized as derivative liabilities at fair value, with changes in fair value recognized in the statement of operations[48](index=48&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's blank check status, Q1 2021 net income of **$6.1 million**, and liquidity of **$415,903** unrestricted cash and **$172.6 million** in the Trust Account - The company is a blank check company formed for the purpose of effecting a business combination and has not engaged in any significant business operations to date[93](index=93&type=chunk)[95](index=95&type=chunk) - Net income for the quarter was **$6.1 million**, largely attributable to a **$6.2 million** gain from the change in fair value of derivative warrant liabilities[96](index=96&type=chunk) - As of March 31, 2021, liquidity consisted of **$415,903** in unrestricted cash and **$172,573,340** held in the Trust Account, with working capital funded by proceeds from the Public Offering held outside the trust[99](index=99&type=chunk) - Critical accounting policies include the treatment of investments in the Trust Account, Class A common stock subject to redemption, net income per share calculation using a two-class method, and accounting for derivative warrant liabilities[101](index=101&type=chunk)[102](index=102&type=chunk)[104](index=104&type=chunk)[106](index=106&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=23&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, Dune Acquisition Corporation is not required to provide market risk disclosures and has not engaged in hedging - The company is a smaller reporting company and is not required to provide the information otherwise required under this item[111](index=111&type=chunk) [Controls and Procedures](index=24&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were ineffective as of March 31, 2021, due to a material weakness in internal control over financial reporting - Management concluded that due to a material weakness in internal control over financial reporting, the company's disclosure controls and procedures were not effective as of March 31, 2021[114](index=114&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=25&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings - None[118](index=118&type=chunk) [Risk Factors](index=25&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors have occurred since the Annual Report on Form 10-K/A filed on June 21, 2021 - As of the date of this report, there have been no material changes to the risk factors disclosed in the company's Annual Report on Form 10-K/A[120](index=120&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=25&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details unregistered sales, including **4,850,000 warrants** to the Sponsor for **$4.85 million**, and the use of **$172.5 million** IPO proceeds in a trust account - The company completed a private placement of **4,850,000 warrants** to its Sponsor at **$1.00** per warrant, generating gross proceeds of **$4,850,000**[121](index=121&type=chunk)[124](index=124&type=chunk) - From the gross proceeds of the initial public offering and private placement, **$172,500,000** was placed in a trust account[126](index=126&type=chunk) [Defaults Upon Senior Securities](index=25&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - None[126](index=126&type=chunk) [Mine Safety Disclosures](index=25&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[126](index=126&type=chunk) [Other Information](index=25&type=section&id=Item%205.%20Other%20Information) The company reported no other information - None[128](index=128&type=chunk) [Exhibits](index=27&type=section&id=Item%206.%20Exhibits) Exhibits filed include CEO and CFO certifications and XBRL data files as part of the Quarterly Report on Form 10-Q - Exhibits filed include CEO and CFO certifications pursuant to SEC rules and the Sarbanes-Oxley Act, as well as XBRL Instance and Taxonomy documents[131](index=131&type=chunk)