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, 2025 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: 001-42138 Flag Ship Acquisition Corporation (Exact name of registrant as specified in its charter) Cayman Islands N/ ...

For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 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 transition period from __________ to __________ Commission file number: 001-42138 Flag Ship Acquisition Corporation (Exact name of registrant as specified in its charter) Cayman Islands N/A (St ...

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, 2025 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: 001-42138 Flag Ship Acquisition Corporation (Exact name of registrant as specified in its charter) Cayman Islands N/A (S ...

Financial Performance - For the year ended December 31, 2024, the company reported a net income of $909,838, primarily from dividend income of $1,799,136 on marketable securities held in the Trust Account, offset by expenses of $889,298 [396]. - The company had cash of $76,747 held outside the Trust Account as of December 31, 2024, which will be used for operational needs and potential Business Combination expenses [400]. Initial Public Offering - The company completed its Initial Public Offering on June 20, 2024, raising gross proceeds of $69,000,000 from the sale of 6,900,000 Units and an additional $2,380,000 from the sale of 238,000 Private Units [397]. - The company incurred total transaction costs of $3,448,233 related to the Initial Public Offering, including $1,380,000 in underwriting fees and $1,725,000 in deferred underwriting fees [398]. Trust Account and Investments - As of December 31, 2024, the company had investments in the Trust Account totaling $70,799,136, which will be used to complete the Business Combination [399]. - The company plans to use substantially all funds in the Trust Account for the Business Combination, with the possibility of withdrawing interest to pay taxes [399]. Debt and Financing - The company issued an unsecured promissory note (the "2024 Note") for up to $1,000,000 to the Sponsor, with $677,851 outstanding as of December 31, 2024 [402]. - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2024 [404]. - The company may need to raise additional capital through loans or investments to complete the Business Combination, which raises concerns about its ability to continue as a going concern if the transaction does not close [403]. Future Expenses - The company expects to incur increased expenses due to being a public company, including legal, financial reporting, and due diligence costs related to the Business Combination [395].

Financial Performance - For the three months ended September 30, 2024, the company reported a net income of $488,327, driven by dividend income of $891,298 from investments held in the Trust Account, offset by formation and operating costs of $402,971[104]. - For the nine months ended September 30, 2024, the company achieved a net income of $432,463, with dividend income of $989,243 and formation and operating costs of $556,780[106]. - The company incurred a net loss of $45,809 for the three months ended September 30, 2023, entirely attributed to formation and operating costs[106]. Company Structure and Regulations - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[116]. - The company had no off-balance sheet arrangements as of September 30, 2024[115]. Costs and Expenses - The company expects to incur significant costs in pursuing its acquisition plans, with no assurance of successful completion of a Business Combination[102]. - The underwriters are entitled to a cash underwriting discount of 2.0% of the gross proceeds of the initial public offering, amounting to $1,380,000, upon the closing of the initial business combination[109]. - The company has entered into an agreement to pay its sponsor $10,000 per month for administrative support services until the consummation of the initial business combination[110]. Investment and Risk Management - As of September 30, 2024, the company was not subject to any market or interest rate risk, with investments in U.S. government securities and money market funds[118]. - The company generated non-operating income in the form of interest income from the Trust Account, with no operating revenues expected until the completion of its initial business combination[103].

Financial Performance - For the three months ended June 30, 2024, the company reported a net income of $19,924, driven by dividend income of $97,945 from investments held in the Trust Account, offset by formation and operating costs of $78,021 [101]. - For the six months ended June 30, 2024, the company experienced a net loss of $55,864, with formation and operating costs totaling $153,809, partially offset by dividend income of $97,945 [103]. - The company reported a net income of $2,546 for the three months ended June 30, 2023, with other income of $4,250 and formation and operating costs of $1,704 [103]. Business Operations - The company has not generated any operating revenues since inception and will only do so upon the completion of its initial business combination [100]. - The company expects to incur significant costs in pursuing its acquisition plans, with no assurance of successful completion of a business combination [99]. - The company has entered into an agreement to pay its sponsor $10,000 per month for administrative support services until the consummation of the initial business combination [107]. Financial Position - As of June 30, 2024, the company had no off-balance sheet arrangements [112]. - As of June 30, 2024, the company was not subject to any market or interest rate risk, as proceeds from the initial public offering have been invested in short-term U.S. government securities [115]. - The company incurred a cash underwriting discount of 2.0% of the gross proceeds of the initial public offering, amounting to $1,380,000, upon the closing of the initial business combination [106]. Regulatory Classification - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards [113].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 6 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Flag Ship Acquisition Corporation As filed with the U.S. Securities and Exchange Commission on May 21, 2024 Registration No. 333-261028 (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Cayman Islands 6770 N/A (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Iden ...

As filed with the U.S. Securities and Exchange Commission on March 22, 2024 Registration No. 333-261028 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Flag Ship Acquisition Corporation (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Cayman Islands 6770 N/A (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Id ...

As filed with the U.S. Securities and Exchange Commission on October 6, 2023 Registration No. 333-261028 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Flag Ship Acquisition Corporation (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Cayman Islands 6770 N/A (Primary Standard Industrial Classification Code Number) (I.R.S. Employer I ...