IPO and Proceeds - The company completed its initial public offering on July 2, 2025, raising total gross proceeds of $100 million from the sale of 10 million public units at $10.00 per unit[22]. - An additional 1.5 million public units were sold under the over-allotment option, generating gross proceeds of $15 million, bringing total proceeds to $115 million[23]. - The company has placed $115 million from the net proceeds of the initial public offering and private placement into a trust account for the benefit of public shareholders[25]. - Total transaction costs associated with the IPO amounted to $5,457,575, including cash underwriting fees of $537,500[153]. - The company raised $115,000,000 from its initial public offering (IPO) by issuing 10,000,000 units at $10.00 per unit, along with additional proceeds from private placements totaling $1,625,000[196]. - The over-allotment option was fully exercised, resulting in an additional issuance of 1,500,000 units for gross proceeds of $15,000,000[200]. - The company has placed $115,000,000 in a trust account, which can only be invested in U.S. government securities until the completion of a business combination[203]. Business Combination Strategy - The company has up to 18 months from the closing of the initial public offering to complete its initial business combination[38]. - There is no restriction on the industry or geographic location of target companies, allowing for a broad search for potential acquisitions[29]. - The company intends to focus on acquiring businesses with significant revenue and earnings growth potential through existing and new product development[33]. - The management team will evaluate target businesses based on criteria such as resilient business models and sustainable competitive advantages[31][32]. - The initial business combination must involve target businesses with an aggregate fair market value of at least 80% of the trust account balance[51]. - The company may structure the initial business combination to acquire less than 100% of the target business, provided it acquires at least 50% of the voting securities[53]. - The company will conduct thorough due diligence on prospective target businesses, including meetings with management and document reviews[54]. - The management team believes their operational and transactional experience will provide a substantial number of potential business combination targets[56]. - The company may face competition from other entities with similar business objectives, which may limit its ability to acquire larger target businesses[107]. Financial Position and Risks - The company has $115,000,000 available for a business combination, assuming no redemptions and before fees and expenses[65]. - If the initial business combination is not completed within the specified time frame, the initial shareholders may lose their entire investment[38]. - If the initial business combination is not completed within 18 months, the company will redeem 100% of outstanding public shares at approximately $10.00 per share[52]. - The company may need to seek additional financing if the cash portion of the purchase price exceeds the amount available from the trust account[45]. - The company may seek additional financing through private offerings of debt or equity securities to complete the initial business combination[50]. - The company may face risks due to a lack of business diversification, relying on the performance of a single business for an indefinite period after the initial business combination[66]. - There is uncertainty regarding the management team's ability to effectively manage the combined company, as their skills and qualifications may not align with the needs of a public company[67]. - The company may not be able to return $10.00 per share to public shareholders if bankruptcy claims deplete the trust account[105]. - The company may not be able to complete its initial Business Combination if claims against the Trust Account reduce available funds below $10.00 per Public Share[211]. Shareholder Rights and Redemption - Public shareholders will have the opportunity to redeem their Class A ordinary shares upon completion of the initial business combination, regardless of their voting stance[81]. - The company plans to conduct redemptions without a shareholder vote unless required by law or stock exchange listing requirements[82]. - Public shareholders are restricted from seeking redemption rights for Excess Shares if they hold more than 15% of the shares sold in the initial public offering, which aims to prevent attempts to block the business combination[91]. - The redemption process requires public shareholders to tender their shares or deliver them electronically, with a tender offer period of not less than 20 business days[92]. - The per-share redemption amount upon dissolution is expected to be approximately $10.00, but this amount may be reduced due to creditor claims against the trust account[102]. - If the Company fails to complete a Business Combination within the Combination Period, it will redeem 100% of the outstanding Public Shares at a price equal to the amount in the Trust Account[209]. - The company has a letter agreement with its sponsor to not propose amendments that would affect redemption rights without providing an opportunity for public shareholders to redeem their shares[100]. Operational and Management Considerations - The company is classified as an "emerging growth company" and can delay the adoption of certain accounting standards until they apply to private companies[115]. - The company is also a "smaller reporting company," allowing it to provide only two years of audited financial statements[116]. - The company has not commenced any operations as of December 31, 2025, and will not generate operating revenues until after completing a business combination[195]. - The company has not adopted any cybersecurity risk management program, as it does not consider itself to face significant cybersecurity risks[127]. - The company has not paid any cash dividends on its ordinary shares and does not intend to do so prior to completing its initial business combination[136]. - The company has no approved plan to extend the business combination deadline beyond January 2, 2027, raising substantial doubt about its ability to continue as a going concern[215]. - The company has adopted an insider trading policy to prevent purchases during blackout periods and when in possession of material non-public information[79]. - The company has two officers and management intends to devote necessary time to affairs until the initial business combination is completed[109]. Financial Performance - For the year ended December 31, 2025, the company reported a net income of $1,778,677, influenced by investment income of $2,283,599 from the trust account[149][158]. - The company had a cash balance of $353,247 and working capital of $386,293 as of December 31, 2025[150][161]. - The net income for the year ended December 31, 2025, was $1,778,677, compared to a net loss of $55,000 for the period from inception to December 31, 2024[185]. - The company reported total assets of $117,797,809 as of December 31, 2025, a significant increase from $17,800 in 2024[183]. - The company had total current liabilities of $127,917 as of December 31, 2025, up from $72,800 in 2024[183]. - The basic and diluted net income per redeemable share for the year ended December 31, 2025, was $0.18[185]. - The company generated net cash used in operating activities of $542,631, with significant changes in operating assets and liabilities including a decrease in prepaid expenses of $143,163[191]. - Formation and operating expenses for the year ended December 31, 2025, totaled $504,922, compared to $55,000 in 2024[185]. - The weighted average redeemable ordinary shares outstanding for the year ended December 31, 2025, was 5,701,370[185]. - The company issued 3,833,333 Class B ordinary shares during the year, increasing its total shareholders' equity to $786,293 by December 31, 2025[187].

Financial Performance - For the nine months ended September 30, 2025, the company reported a net income of $838,497, primarily from investment income[121]. - Cash used in operating activities for the nine months ended September 30, 2025, was $451,394[131]. IPO and Fundraising - The company raised gross proceeds of $100,000,000 from the IPO by selling 10,000,000 units at $10.00 per unit[123]. - An additional $11,500,000 was generated from the full exercise of the underwriters' over-allotment option, selling 1,500,000 units at $10.00 per unit[124]. - The company incurred transaction costs of $5,457,575 related to the IPO, including $537,500 in cash underwriting fees[125]. Cash and Liquidity - As of September 30, 2025, the company had a cash balance of $440,824 and working capital of $566,713[122]. - The company expects to satisfy liquidity requirements through cash on hand and permitted withdrawals from the Trust Account[130]. - The funds in the Trust Account will be used to complete the initial business combination, with permitted withdrawals limited to $300,000[118][126]. - The company has a loan agreement with its sponsor for up to $300,000 to cover expenses, which may be increased to $500,000[122]. Operations and Accounting - The company has not engaged in any operations or generated revenues to date, with no critical accounting policies identified as of September 30, 2025[120][140]. - As of September 30, 2025, the company reported operations as a single reportable segment, indicating no disaggregation of activities by geographic region or business activity[143]. - Management believes that recently issued accounting standards will not have a material effect on the company's financial statements[144]. - The company qualifies as a smaller reporting company and is not required to provide certain market risk disclosures[145]. Regulatory and Reporting - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain disclosures for five years post-IPO[142]. - The FASB issued Accounting Standards Update 2023-07, effective for fiscal years beginning after December 15, 2023, requiring public entities to disclose significant segment expense categories[143].

Core Points - NMP Acquisition Corp. will allow holders of its units to separately trade Class A ordinary shares and rights starting September 3, 2025 [1][2] - The Class A ordinary shares and rights will trade on Nasdaq under the symbols "NMP" and "NMPAR," respectively, while units not separated will continue to trade under "NMPAU" [2][3] - Each unit consists of one Class A ordinary share and one right, with each right entitling the holder to receive one-fifth (1/5) of a Class A ordinary share upon the completion of the company's initial business combination [3] Company Overview - NMP Acquisition Corp. is a Cayman Islands exempt company formed as a blank check company, also known as a special purpose acquisition company (SPAC), aimed at effecting business combinations [5] - The management team includes Melanie Figueroa as CEO and Nadir Ali as CFO, both with significant experience in operating and capital markets transactions [5]

```markdown PART I - FINANCIAL INFORMATION [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed financial statements of NMP Acquisition Corp. for the period ended June 30, 2025, including balance sheets, statements of operations, changes in shareholder's deficit, and cash flows, along with detailed notes explaining the company's organization, accounting policies, and recent transactions [Condensed Balance Sheets](index=5&type=section&id=Condensed%20Balance%20Sheets) The condensed balance sheets show a significant increase in total assets and liabilities from December 31, 2024, to June 30, 2025, primarily driven by cash from financing activities and related advances, resulting in a larger shareholder's deficit | Metric | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :------------------ | | Cash | $1,325,110 | $— | | Total Current Assets | $1,354,949 | $17,800 | | Total Assets | $1,569,092 | $17,800 | | Total Current Liabilities | $1,728,309 | $72,800 | | Total Shareholder's Deficit | $(159,217) | $(55,000) | [Condensed Statements of Operations](index=6&type=section&id=Condensed%20Statements%20of%20Operations) The condensed statements of operations indicate that the company incurred net losses for both the three and six months ended June 30, 2025, due to formation and operating expenses, with no operating revenues generated | Metric | Three Months Ended June 30, 2025 (Unaudited) | Six Months Ended June 30, 2025 (Unaudited) | | :---------------------------------- | :------------------------------------------- | :----------------------------------------- | | Formation and operating expenses | $77,889 | $133,456 | | Total Expenses | $77,889 | $133,456 | | Net Loss | $(77,889) | $(133,456) | | Basic and diluted net loss per ordinary share | $(0.02) | $(0.04) | [Condensed Statements of Changes in Shareholder's Deficit](index=7&type=section&id=Condensed%20Statements%20of%20Changes%20in%20Shareholder's%20Deficit) The condensed statements of changes in shareholder's deficit show an increase in the accumulated deficit due to net losses, partially offset by the issuance of Class B ordinary shares and additional paid-in capital | Metric | December 31, 2024 | March 31, 2025 | June 30, 2025 | | :-------------------------- | :------------------ | :--------------- | :-------------- | | Balance, Shareholder's Deficit | $(55,000) | $(85,567) | $(159,217) | | Net loss (3 months) | N/A | $(55,567) | $(77,889) | | Issuance of Class B ordinary shares | N/A | **3,833,333 shares**, **$383 amount** | N/A | | Additional Paid-In Capital | $— | **$24,617** | **$28,856** | | Accumulated Deficit | $(55,000) | $(110,567) | $(188,456) | [Condensed Statements of Cash Flows](index=8&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) The condensed statements of cash flows indicate that the company generated significant cash from financing activities, primarily from the issuance of a sponsor promissory note and proceeds from investors, which offset the net loss from operating activities | Metric | Six Months Ended June 30, 2025 (Unaudited) | | :------------------------------------ | :----------------------------------------- | | Net loss | $(133,456) | | Net Cash Provided by Operating Activities | $140,243 | | Net Cash Provided by Financing Activities | $1,184,867 | | Net change in cash | $1,325,110 | | Cash at end of period | $1,325,110 | | Class B ordinary shares issued for payment to vendor | $25,000 | | Class B ordinary shares issued for subscription receivable | $4,239 | | Accrued offering costs | $14,219 | [NOTES TO FINANCIAL STATEMENTS](index=9&type=section&id=NOTES%20TO%20FINANCIAL%20STATEMENTS) These notes provide detailed explanations of the company's business, significant accounting policies, and financial activities, including its status as a blank check company, the Initial Public Offering, private placements, related party transactions, and commitments [NOTE 1 — DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN](index=9&type=section&id=NOTE%201%20%E2%80%94%20DESCRIPTION%20OF%20ORGANIZATION%20AND%20BUSINESS%20OPERATIONS%20AND%20GOING%20CONCERN) NMP Acquisition Corp. is a blank check company formed to effect a business combination, having completed its Initial Public Offering and private placement in July 2025. The company has not commenced operations and will generate non-operating income from trust account proceeds. It faces a going concern risk due to its working capital deficit but expects sufficient liquidity through IPO proceeds and sponsor loans - The Company is a **blank check company** incorporated on December 18, 2024, for the purpose of effecting a business combination, and has not commenced any operations as of June 30, 2025[27](index=27&type=chunk)[29](index=29&type=chunk) - The **Initial Public Offering** (**IPO**) of **10,000,000 units** at **$10.00 per unit** was consummated on July 2, 2025, with an additional **1,500,000 units** sold on July 10, 2025, due to the underwriters' full exercise of the **over-allotment option**[30](index=30&type=chunk)[32](index=32&type=chunk) - Simultaneously with the **IPO**, **170,000 Private Placement Units** were sold at **$10.00 per unit**, generating **$1,700,000**, with an additional **7,500 units** sold to the Sponsor on July 10, 2025, for **$75,000**[31](index=31&type=chunk)[32](index=32&type=chunk) - **Transaction costs** for the **IPO** amounted to **$5,458,023**, including cash underwriting fees, fair value of shares issued to underwriters, and other offering costs[33](index=33&type=chunk) - As of June 30, 2025, the Company had **cash** of **$1,325,110** and a **working capital deficit** of **$159,217**, but management believes it has sufficient **working capital** and **borrowing capacity** for the next year due to **IPO** proceeds and **sponsor loans**[45](index=45&type=chunk)[46](index=46&type=chunk)[47](index=47&type=chunk) [NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=14&type=section&id=NOTE%202%20%E2%80%94%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This section outlines the significant accounting policies, including the basis of presentation under GAAP, the company's status as an emerging growth company, use of estimates, and accounting for deferred offering costs, income taxes, net loss per share, fair value measurements, and financial instruments - The Company is an '**emerging growth company**' and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards, which may affect comparability with other public companies[52](index=52&type=chunk)[53](index=53&type=chunk) - **Deferred offering costs**, including professional and registration fees, amounted to **$214,143** as of June 30, 2025, and will be allocated to separable financial instruments issued in the **IPO**[58](index=58&type=chunk) - The Company does not have **income tax liabilities** as no taxation is imposed on income by the Government of the Cayman Islands[60](index=60&type=chunk) - **Net loss per ordinary share** is computed by dividing **net loss** by the weighted average number of ordinary shares outstanding, with diluted loss per share being the same as basic loss per share due to no dilutive securities[61](index=61&type=chunk) - The Company had no **derivative financial instruments**, **over-allotment options**, or rights outstanding as of June 30, 2025, and December 31, 2024[66](index=66&type=chunk)[67](index=67&type=chunk)[68](index=68&type=chunk) [NOTE 3 — INITIAL PUBLIC OFFERING](index=17&type=section&id=NOTE%203%20%E2%80%94%20INITIAL%20PUBLIC%20OFFERING) The Initial Public Offering involved the sale of 10,000,000 Public Units, each consisting of one Class A ordinary share and one right, generating $100,000,000. An additional 1,500,000 units were sold through the full exercise of the over-allotment option, raising an extra $15,000,000 - The Company sold **10,000,000 Public Units** at **$10.00 each**, generating **$100,000,000** in gross proceeds[73](index=73&type=chunk) - The underwriters fully exercised the **over-allotment option**, resulting in the sale of an additional **1,500,000 units** for **$15,000,000**[74](index=74&type=chunk) [NOTE 4 — PRIVATE PLACEMENT](index=17&type=section&id=NOTE%204%20%E2%80%94%20PRIVATE%20PLACEMENT) Simultaneously with the IPO, the Sponsor and other investors purchased 170,000 Private Placement Units for $1,700,000. An additional 7,500 Private Placement Units were sold to the Sponsor for $75,000 when the over-allotment option was exercised - **170,000 Private Placement Units** were sold to the Sponsor and at-risk capital investors for **$1,700,000**, with proceeds added to the **Trust Account**[75](index=75&type=chunk) - An additional **7,500 Private Placement Units** were sold to the Sponsor for **$75,000** upon the full exercise of the **over-allotment option**[76](index=76&type=chunk) [NOTE 5 — RELATED PARTIES](index=17&type=section&id=NOTE%205%20%E2%80%94%20RELATED%20PARTIES) This note details transactions with related parties, including the issuance and forfeiture of Founder Shares to the Sponsor and at-risk capital investors, administrative service agreements, and working capital loans from the Sponsor - The Sponsor received **3,833,333 Class B ordinary shares** (**Founder Shares**) for **$25,000** in advances[77](index=77&type=chunk) - The Sponsor forfeited **650,000 Founder Shares**, and at-risk capital investors purchased **650,000 Founder Shares** for approximately **$4,239**[78](index=78&type=chunk) - The Company will accrue **$20,000 per month** for **administrative services** (office space, utilities, secretarial support) payable to the Sponsor or an affiliate[83](index=83&type=chunk) - The Sponsor agreed to loan up to **$300,000** (potentially **$500,000**) to cover organizational and offering expenses, with **$155,093** drawn as of June 30, 2025[85](index=85&type=chunk) [NOTE 6 — ADVANCES FROM INVESTORS](index=19&type=section&id=NOTE%206%20%E2%80%94%20ADVANCES%20FROM%20INVESTORS) As of June 30, 2025, the Company received advance payments totaling $1,260,000 from the Sponsor and Maxim individuals for the purchase of Private Placement Units, which were settled upon the closing of the IPO and over-allotment option exercise - The Company received **$975,000** from the Sponsor and **$285,000** from Maxim individuals as advance payments for **Private Placement Units** as of June 30, 2025[87](index=87&type=chunk) [NOTE 7 — COMMITMENTS AND CONTINGENCIES](index=19&type=section&id=NOTE%207%20%E2%80%94%20COMMITMENTS%20AND%20CONTINGENCIES) This section outlines the company's commitments, including registration rights for certain shareholders, and discusses risks and uncertainties such as global events. It also details the underwriting agreement, including the over-allotment option and underwriting compensation - Holders of **Founder Shares**, **Representative Shares**, and **Private Placement Units** are entitled to **registration rights**, requiring the Company to register these securities for resale after a business combination[88](index=88&type=chunk)[89](index=89&type=chunk) - Management is evaluating the impact of significant global events (COVID-19, Russia/Ukraine, Israel/Hamas conflicts) on the Company's financial position and search for a target company, though the specific impact is not yet determinable[91](index=91&type=chunk) - The underwriters received a cash **underwriting discount** of **$0.05 per Public Unit** sold, totaling **$500,000**, and **400,000 Representative Shares** as compensation, with an additional **60,000 Representative Shares** issued upon **over-allotment exercise**[93](index=93&type=chunk)[94](index=94&type=chunk) [NOTE 8 — SHAREHOLDER'S DEFICIT](index=21&type=section&id=NOTE%208%20%E2%80%94%20SHAREHOLDER'S%20DEFICIT) This note details the authorized and outstanding share capital, including preference shares, Class A ordinary shares, and Class B ordinary shares (Founder Shares). It also explains the conversion rights of Founder Shares and the rights attached to units - The Company is authorized to issue **5,000,000 preference shares** and **500,000,000 Class A ordinary shares**, with none issued or outstanding as of June 30, 2025, and December 31, 2024[95](index=95&type=chunk)[96](index=96&type=chunk) - **3,833,333 Class B ordinary shares** (**Founder Shares**) were issued to the Sponsor, with **650,000** forfeited and subsequently purchased by at-risk capital investors[97](index=97&type=chunk) - **Founder Shares** automatically convert to **Class A ordinary shares** at a **one-for-one ratio** upon an initial Business Combination[98](index=98&type=chunk) - Each holder of a right will automatically receive **one-fifth (1/5) of one Class A ordinary share** upon consummation of the initial Business Combination[101](index=101&type=chunk) [NOTE 9 — SEGMENT INFORMATION](index=23&type=section&id=NOTE%209%20%E2%80%94%20SEGMENT%20INFORMATION) The Company operates as a single reportable segment, with the Chief Executive Officer acting as the chief operating decision maker, reviewing overall assets, operating results, and financial metrics to allocate resources and assess performance - The Company has determined it has only one **single reportable segment**, with the **Chief Executive Officer** serving as the **chief operating decision maker** (**CODM**)[103](index=103&type=chunk) - The **CODM** assesses performance and allocates resources based on **net income or loss** and **total assets**, with **formation and operating expenses** being key monitored metrics[104](index=104&type=chunk)[105](index=105&type=chunk) [NOTE 10 — SUBSEQUENT EVENTS](index=23&type=section&id=NOTE%2010%20%E2%80%94%20SUBSEQUENT%20EVENTS) This note discloses significant events occurring after the balance sheet date, including the consummation of the Initial Public Offering, the private placement of units, and the full exercise of the underwriters' over-allotment option in July 2025 - On July 2, 2025, the Company consummated its **IPO** of **10,000,000 Public Units**, generating **$100,000,000** in gross proceeds[108](index=108&type=chunk) - Simultaneously with the **IPO**, **170,000 Private Placement Units** were sold for **$1,700,000**[109](index=109&type=chunk) - On July 10, 2025, the underwriters fully exercised the **over-allotment option**, leading to the issuance of **1,500,000 additional units** for **$15,000,000**, and an additional **7,500 Private Placement Units** to the Sponsor for **$75,000**[110](index=110&type=chunk)[111](index=111&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and results of operations, highlighting its status as a blank check company, its lack of operating revenues, and its liquidity strategy following the IPO to fund a business combination [Overview](index=25&type=section&id=Overview) NMP Acquisition Corp. is a blank check company formed to pursue a business combination within 18 months of its IPO. Funds from the IPO and private placement are held in a Trust Account for this purpose, with limited permitted withdrawals for working capital and taxes - The Company is a **blank check company** aiming to complete an initial business combination within **18 months** from the **IPO** closing[116](index=116&type=chunk) - Following the **IPO** and **over-allotment**, **$115,000,000** was placed in a **Trust Account**, to be invested in U.S. government securities or money market funds, primarily for the business combination[117](index=117&type=chunk) [Results of Operations and Known Trends or Future Events](index=25&type=section&id=Results%20of%20Operations%20and%20Known%20Trends%20or%20Future%20Events) The company has not generated any operating revenues since its inception, with all activities focused on organizational efforts and preparing for the IPO. It incurred net losses for the three and six months ended June 30, 2025, due to formation and operating costs - The Company has not engaged in operations or generated revenues, with activities focused on organizational efforts and **IPO** preparation[119](index=119&type=chunk) | Metric | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | | :------- | :------------------------------- | :----------------------------- | | Net Loss | $(77,889) | $(133,456) | [Liquidity and Capital Resources](index=26&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2025, the company had $1,325,110 in cash and a working capital deficit of $159,217. Post-IPO, liquidity is primarily from the net proceeds of the IPO and private placement, along with potential loans from the Sponsor, to fund a business combination and ongoing expenses | Metric | June 30, 2025 | | :-------------------- | :------------ | | Cash Balance | $1,325,110 | | Working Capital Deficit | $(159,217) | - The Sponsor has agreed to loan up to **$300,000** (potentially **$500,000**) to cover organizational, offering-related, and post-offering expenses[121](index=121&type=chunk) - The **IPO** generated **$100,000,000**, and the **private placement** generated **$1,700,000**, with an additional **$15,000,000** from the **over-allotment option** and **$75,000** from an additional private sale to the Sponsor[122](index=122&type=chunk)[123](index=123&type=chunk) - **Transaction costs** for the **IPO** totaled **$5,458,023**, including underwriting fees, fair value of shares issued to underwriters, and other offering costs[124](index=124&type=chunk) [Going Concern Consideration](index=27&type=section&id=Going%20Concern%20Consideration) Despite a working capital deficit at June 30, 2025, management believes the company has sufficient liquidity from IPO and private placement proceeds held outside the Trust Account, along with potential sponsor loans and permitted withdrawals from interest earned in the Trust Account, to meet its needs for at least one year or until a business combination is consummated - As of June 30, 2025, the Company had a **working capital deficit** of **$159,217**[129](index=129&type=chunk) - Management believes the Company has sufficient **working capital** and **borrowing capacity** through **IPO** proceeds, private placement funds, and potential **sponsor loans** to meet its needs for the next year or until a business combination[130](index=130&type=chunk)[131](index=131&type=chunk) [Off-Balance Sheet Financing Arrangements](index=27&type=section&id=Off-Balance%20Sheet%20Financing%20Arrangements) The company has no off-balance sheet arrangements, obligations, assets, or liabilities as of June 30, 2025, and does not engage in transactions with unconsolidated entities for such purposes - The Company has no off-balance sheet arrangements, obligations, assets, or liabilities as of June 30, 2025[132](index=132&type=chunk) [Related Party Transactions](index=27&type=section&id=Related%20Party%20Transactions) This section refers to Note 5 for detailed information on related party transactions, which include arrangements with the Sponsor and other affiliated individuals - Details regarding related party transactions are provided in Note 5 of the unaudited condensed consolidated financial statements[133](index=133&type=chunk) [Contractual Obligations](index=27&type=section&id=Contractual%20Obligations) The company's primary contractual obligations include a monthly administrative services fee of $20,000 to the Sponsor and a non-interest bearing promissory note to the Sponsor, under which $155,093 was owed as of June 30, 2025 - The Company has an **administrative services** agreement with the Sponsor for **$20,000 per month** for office space, utilities, and secretarial support[134](index=134&type=chunk) - As of June 30, 2025, the Company owed **$155,093** to the Sponsor under a non-interest bearing, unsecured **promissory note**, which may be increased to **$500,000**[135](index=135&type=chunk) [Critical Accounting Estimates](index=27&type=section&id=Critical%20Accounting%20Estimates) As of June 30, 2025, management has not identified any critical accounting policies or estimates that require significant judgment and could materially affect reported amounts - As of June 30, 2025, the Company has not identified any **critical accounting policies or estimates**[136](index=136&type=chunk) [JOBS Act](index=27&type=section&id=JOBS%20Act) As an 'emerging growth company' under the JOBS Act, the company is allowed to comply with new or revised accounting pronouncements based on private company effective dates and may rely on other reduced reporting requirements, potentially affecting comparability with non-emerging growth companies - The Company qualifies as an '**emerging growth company**' under the **JOBS Act** and elects to delay the adoption of new or revised accounting standards, aligning with private company effective dates[137](index=137&type=chunk) - The Company may rely on reduced reporting requirements, including exemptions from auditor's attestation reports on internal controls, certain executive compensation disclosures, and PCAOB requirements[139](index=139&type=chunk) [Recent Accounting Standards](index=29&type=section&id=Recent%20Accounting%20Standards) The FASB issued ASU 2023-07 on Segment Reporting, effective for fiscal years beginning after December 15, 2023. As the company reports as a single segment, this guidance does not materially affect its disclosures. Management does not anticipate other recently issued, but not yet effective, accounting standards to have a material effect - **FASB ASU 2023-07** on **Segment Reporting**, effective for fiscal years beginning after December 15, 2023, requiring disclosure of significant segment expense categories[140](index=140&type=chunk) - As the Company reports its operations as a **single segment**, the new segment reporting guidance does not affect its disclosures[140](index=140&type=chunk) - Management does not believe any recently issued, but not yet effective, accounting standards would have a material effect on the Company's financial statements[141](index=141&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, NMP Acquisition Corp. is not required to provide quantitative and qualitative disclosures about market risk - The Company is a **smaller reporting company** and is not required to provide quantitative and qualitative disclosures about **market risk**[142](index=142&type=chunk) [Item 4. Controls and Procedures](index=29&type=section&id=Item%204.%20Controls%20and%20Procedures) This section details the evaluation of the company's disclosure controls and procedures and reports on any changes in internal control over financial reporting [Evaluation of Disclosure Controls and Procedures](index=29&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) As of June 30, 2025, the Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective, though acknowledging that such controls provide reasonable, not absolute, assurance - The **CEO** and **CFO** concluded that the Company's **disclosure controls and procedures** were effective as of June 30, 2025[144](index=144&type=chunk) - **Disclosure controls and procedures** provide reasonable, not absolute, assurance that objectives are met, and may not prevent all errors or instances of fraud[145](index=145&type=chunk) [Changes in Internal Control over Financial Reporting](index=29&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 June 30, 2025 - No **material changes** in **internal control over financial reporting** occurred during the most recent fiscal quarter[146](index=146&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=30&type=section&id=Item%201.%20Legal%20Proceedings) NMP Acquisition Corp. is not currently involved in any legal proceedings - The Company has no **legal proceedings**[148](index=148&type=chunk) [Item 1A. Risk Factors](index=30&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Prospectus dated June 30, 2025, during the 2025 fiscal year - No **material changes** to **risk factors** have occurred during the 2025 fiscal year, as discussed in the **Prospectus** dated June 30, 2025[149](index=149&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) This section reports on any unregistered sales of equity securities and details the use of proceeds from the Initial Public Offering and private placement, which are primarily held in a Trust Account for a business combination [Unregistered Sales of Equity Securities](index=30&type=section&id=Unregistered%20Sales%20of%20Equity%20Securities) There have been no unregistered sales of equity securities that have not been previously reported in a Current Report on Form 8-K - No **unregistered sales of equity securities** have occurred that were not previously reported in a **Form 8-K**[150](index=150&type=chunk) [Use of Proceeds](index=30&type=section&id=Use%20of%20Proceeds) The IPO and over-allotment option generated $115,000,000, which, along with private placement proceeds, was placed in a Trust Account. These funds are primarily intended for an initial business combination, with limited permitted withdrawals for working capital and dissolution expenses. Transaction costs amounted to $5,458,023 - The **IPO** and **over-allotment option** generated **$115,000,000**, which, along with private placement proceeds, was placed in a **Trust Account**[151](index=151&type=chunk)[152](index=152&type=chunk) - Substantially all funds in the **Trust Account** are intended for an initial business combination, with permitted withdrawals for working capital and dissolution expenses[152](index=152&type=chunk) - **Transaction costs** related to the **IPO** amounted to **$5,458,023**[153](index=153&type=chunk) [Item 3. Defaults Upon Senior Securities](index=30&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) NMP Acquisition Corp. has no defaults upon senior securities - The Company has no **defaults upon senior securities**[154](index=154&type=chunk) [Item 4. Mine Safety Disclosure](index=30&type=section&id=Item%204.%20Mine%20Safety%20Disclosure) This item is not applicable to NMP Acquisition Corp - **Mine Safety Disclosure** is not applicable to the Company[155](index=155&type=chunk) [Item 5. Other Information](index=30&type=section&id=Item%205.%20Other%20Information) None of the company's directors or officers adopted, modified, or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the fiscal quarter ended June 30, 2025 - No directors or officers adopted, modified, or terminated **Rule 10b5-1** or **non-Rule 10b5-1 trading arrangements** during the quarter ended June 30, 2025[156](index=156&type=chunk) [Item 6. Exhibits](index=32&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including organizational documents, agreements, certifications, and XBRL-related documents - The **exhibits** include the Amended and Restated Memorandum and Articles of Association, Rights Agreement, First Amendment to **Promissory Note**, Letter Agreement, Investment Management **Trust Agreement**, **Registration Rights Agreement**, Sponsor Units Purchase Agreement, Form of Subscription Agreement, **Administrative Services Agreement**, Form of Indemnity Agreement, **Certifications** of **Principal Executive and Financial Officers**, and Inline **XBRL** documents[158](index=158&type=chunk) [SIGNATURES](index=33&type=section&id=SIGNATURES) The report is duly signed on behalf of NMP Acquisition Corp. by Melanie Figueroa, Chief Executive Officer and Director, and Nadir Ali, Chief Financial Officer and Director, on August 13, 2025 - The report is **signed** by Melanie Figueroa, **Chief Executive Officer and Director**, and Nadir Ali, **Chief Financial Officer and Director**, on August 13, 2025[162](index=162&type=chunk) ```

As filed with the U.S. Securities and Exchange Commission on June 27, 2025. Registration No. 333-286985 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 –––––––––––––––––––––––––––––––––––––– NMP ACQUISITION CORP. (Exact name of registrant as specified in its charter) –––––––––––––––––––––––––––––––––––––– | Cayman Islands | 6770 | N/A | | --- | --- | --- | | (State or other jurisdiction of | (Primary ...

As filed with the U.S. Securities and Exchange Commission on June 25, 2025. Registration No. 333-286985 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 –––––––––––––––––––––––––––––––––––––– NMP ACQUISITION CORP. (Exact name of registrant as specified in its charter) –––––––––––––––––––––––––––––––––––––– | Cayman Islands | 6770 | N/A | | --- | --- | --- | | (State or other jurisdiction of | (Primary Standard Industrial | (I.R.S. Employer | | incorporation or organization) | Classifi ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 As filed with the U.S. Securities and Exchange Commission on June 24, 2025. Registration No. 333-286985 Nimish Patel, Esq. Blake Baron, Esq. Gabriel Miranda, Esq. Mitchell Silberberg & Knupp LLP 437 Madison Ave., 25 th Floor New York, NY 10022 (212) 509-3900 Bradley Kruger Ogier (Cayman) LLP 89 Nexus Way, Camana Bay, Grand Cayman Cayman Islands KY1-9009 ...

As filed with the U.S. Securities and Exchange Commission on June 11, 2025. Registration No. 333-286985 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 555 Bryant Street, No. 590 Palo Alto, CA 94301 United States Telephone: (408) 357-3214 (Address, including zip code, and telephone number, including area code, of registrant's principal executive office) –––––––––––––––––––––––––––––––––––––– | Cayman ...

As filed with the U.S. Securities and Exchange Commission on June 4, 2025. Registration No. 333-286985 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NMP ACQUISITION CORP. (Exact name of registrant as specified in its charter) | | | (Address, including zip code, and telephone number, including area code, of registrant's principal executive office) –––––––––––––––––––––––––––––––––––––– Melanie Figuer ...

As filed with the U.S. Securities and Exchange Commission on May 5, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 –––––––––––––––––––––––––––––––––––––– NMP ACQUISITION CORP. (Exact name of registrant as specified in its charter) –––––––––––––––––––––––––––––––––––––– | Cayman Islands | 6770 | N/A | | --- | --- | --- | | (State or other jurisdiction of | (Primary Standard Industrial | (I.R. ...