Company Overview - Tron Inc. has officially changed its Nasdaq ticker symbol from "SRM" to "TRON" effective July 17, 2025, reflecting its strategic transformation and commitment to the Tron blockchain ecosystem [1] - The company is the public entity with the largest holdings of TRON (TRX) tokens and is focused on transparency and long-term value creation [3] - Tron Inc. designs and manufactures custom merchandise for major theme parks and entertainment venues, with products based on multi-billion-dollar franchises [3] Blockchain Context - The TRON blockchain, founded in 2017, supports smart contracts and decentralized applications, offering lower fees and faster transaction times compared to Bitcoin and Ethereum [4] - As of July 13, 2025, TRON hosts approximately 81.7 billion in US dollar stablecoins, establishing itself as one of the most popular Layer-1 Protocols [4] Strategic Implications - The ticker change to "TRON" reinforces the company's brand identity and positions it as a significant player in the blockchain and digital asset economy [2]

[General Information](index=1&type=section&id=Cover%20Page) This section details Corner Growth Acquisition Corp. 2's filing status as a shell company and outstanding share counts - Filing by Corner Growth Acquisition Corp. 2, a Cayman Islands incorporated entity, for the quarterly period ended March 31, 2025[2](index=2&type=chunk) - The registrant is classified as a **shell company**, a **non-accelerated filer**, a **smaller reporting company**, and an **emerging growth company**[3](index=3&type=chunk)[4](index=4&type=chunk) - As of July 16, 2025, the company had **4,927,561** Class A Ordinary Shares and **150,000** Class B Ordinary Shares outstanding[4](index=4&type=chunk) [Part I - Financial Information](index=3&type=section&id=Part%20I%20-%20Financial%20Information) [Item 1 – Financial Statements](index=3&type=section&id=Item%201%20%E2%80%93%20Financial%20Statements) The unaudited financial statements detail the SPAC's financial status, including trust account, deficit, net income, and going concern [Unaudited Condensed Balance Sheet](index=2&type=section&id=Unaudited%20Condensed%20Balance%20Sheet) The balance sheet details assets, liabilities, and shareholders' deficit, highlighting the trust account and warrant liability changes Condensed Balance Sheet Data (Unaudited) | Metric | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and marketable securities held in trust account | $183,749 | $182,240 | | Total Assets | $183,749 | $182,240 | | **Liabilities & Shareholders' Deficit** | | | | Total current liabilities | $39,689 | $32,524 | | Warrant liabilities | $61,661 | $184,982 | | Total Liabilities | $101,350 | $217,506 | | Class A ordinary shares subject to possible redemption | $183,749 | $182,240 | | Total Shareholders' Deficit | ($101,350) | ($217,506) | [Unaudited Condensed Statement of Operations](index=3&type=section&id=Unaudited%20Condensed%20Statement%20of%20Operations) The statement of operations shows a net income of **$117,665** for Q1 2025, primarily due to a non-cash gain on warrant liabilities Statement of Operations Summary (For the three months ended March 31) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Operating and formation costs | $7,165 | $419,747 | | Earnings on marketable securities held in Trust Account | $1,509 | $238,738 | | Change in fair value of warrant liabilities | $123,321 | ($166,741) | | **Net income (loss)** | **$117,665** | **($347,750)** | | Basic and diluted net income (loss) per share | $0.03 | ($0.06) | [Unaudited Condensed Statement of Changes in Shareholders' Equity](index=4&type=section&id=Unaudited%20Condensed%20Statement%20of%20Changes%20in%20Shareholders'%20Equity) Shareholders' deficit improved from **($217,506)** to **($101,350)**, primarily due to the **$117,665** net income - The shareholders' deficit decreased from **($217,506)** on January 1, 2025, to **($101,350)** on March 31, 2025, primarily driven by the net income of **$117,665**[14](index=14&type=chunk) [Unaudited Condensed Statement of Cash Flows](index=4&type=section&id=Unaudited%20Condensed%20Statement%20of%20Cash%20Flows) The statement of cash flows reports no cash movements from operating, investing, or financing activities, maintaining a **$0** cash balance - Net cash used in operating activities was **$0** for the three months ended March 31, 2025, compared to **($190)** in the prior year period[16](index=16&type=chunk) - There were no cash flows from investing or financing activities in Q1 2025[16](index=16&type=chunk) - The cash balance at the end of the period was **$0**, unchanged from the beginning of the period[16](index=16&type=chunk) [Notes to Unaudited Condensed Financial Statements](index=5&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) The notes detail the SPAC's business combination deadline, sponsor change, Nasdaq delisting, and substantial doubt about going concern - The company must complete a Business Combination by December 31, 2025, or it will be required to cease operations and liquidate[45](index=45&type=chunk) - Management has determined there is **substantial doubt** about the company's ability to continue as a going concern, citing the mandatory liquidation date and a working capital deficiency[50](index=50&type=chunk) - On August 15, 2024, a New Sponsor acquired control, leading to the cancellation of **4,950,000** private placement warrants and an agreement for the underwriter to accept shares in lieu of deferred cash commissions[40](index=40&type=chunk)[91](index=91&type=chunk)[98](index=98&type=chunk) - The company's securities were delisted from The Nasdaq Capital Market effective August 14, 2024, for non-compliance with listing rules[44](index=44&type=chunk) Recent Share Redemption History | Date | Event | Shares Redeemed | Redemption Amount | | :--- | :--- | :--- | :--- | | March 2024 | Extraordinary General Meeting | 1,407,653 | $16,309,778 | | December 2024 | Extraordinary General Meeting | 437,513 | $5,238,525 | [Item 2 – Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202%20%E2%80%93%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's blank check status, business combination deadline, going concern doubts, sponsor change, and Nasdaq delisting - The company has until December 31, 2025, to complete a Business Combination or face liquidation[147](index=147&type=chunk) - Management has **substantial doubt** about the company's ability to continue as a going concern due to the upcoming liquidation date and a working capital deficit of **$39,689** as of March 31, 2025[148](index=148&type=chunk)[153](index=153&type=chunk) - A significant change of control occurred on August 15, 2024, with a New Sponsor taking over, leading to the cancellation of **4,950,000** private placement warrants and an agreement to settle deferred underwriting fees with shares instead of cash[144](index=144&type=chunk)[168](index=168&type=chunk) - The company's securities were delisted from Nasdaq on August 14, 2024, due to non-compliance with listing requirements[145](index=145&type=chunk) Results of Operations Comparison (For the three months ended March 31) | Period | Net Income / (Loss) | Primary Driver | | :--- | :--- | :--- | | 2025 | $117,665 | Gain on change in warrant liabilities | | 2024 | ($347,750) | Operating costs and loss on change in warrant liabilities | [Item 3 – Quantitative and Qualitative Disclosures About Market Risk](index=33&type=section&id=Item%203%20%E2%80%93%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the registrant is not required to provide market risk disclosures - As a **smaller reporting company**, the registrant is not required to provide the information otherwise required under this item[182](index=182&type=chunk) [Item 4 – Controls and Procedures](index=33&type=section&id=Item%204%20%E2%80%93%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective due to a material weakness in SEC reporting expertise, with remediation planned - Management concluded that disclosure controls and procedures were **not effective** as of March 31, 2025[184](index=184&type=chunk) - The ineffectiveness is due to a **material weakness** related to the lack of qualified SEC reporting professionals[184](index=184&type=chunk) - Management intends to improve its review process for complex securities and consider hiring additional staff to remediate the weakness[184](index=184&type=chunk) [Part II - Other Information](index=34&type=section&id=Part%20II%20-%20Other%20Information) [Item 5 – Other Information](index=34&type=section&id=Item%205%20%E2%80%93%20Other%20Information) No director or officer adopted or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the quarter - No director or officer adopted or terminated any "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" during the quarter ended March 31, 2025[186](index=186&type=chunk) [Item 6 – Exhibits](index=34&type=section&id=Item%206%20%E2%80%93%20Exhibits) This section lists exhibits filed with the Form 10-Q, including officer certifications and Inline XBRL data files - The exhibits filed with this report include officer certifications pursuant to the Sarbanes-Oxley Act of 2002 and Inline XBRL documents[187](index=187&type=chunk) [Signatures](index=35&type=section&id=Signatures) The report was signed on July 16, 2025, by Hao Tian, Chief Executive Officer and Chief Financial Officer - The report was signed on July 16, 2025, by Hao Tian, serving as the Chief Executive Officer and Chief Financial Officer[191](index=191&type=chunk)

Part I [Item 1. Business](index=4&type=section&id=Item%201.%20Business) Corner Growth Acquisition Corp. 2, a Cayman Islands SPAC, has extended its business combination deadline to December 31, 2025, experienced significant redemptions, and delisted from Nasdaq - The company is a blank check company formed for a business combination and has not generated any operating revenues to date[17](index=17&type=chunk) - In August 2024, Connor Square, LLC became the new sponsor, acquiring a majority of founder shares, while **4,950,000 private placement warrants** held by the old sponsor were cancelled[21](index=21&type=chunk) - The business combination deadline has been extended to **December 31, 2025**, following shareholder approval at the December 2024 Extraordinary General Meeting[36](index=36&type=chunk) - Share Redemption History | Meeting Date | Shares Redeemed (count) | Redemption Amount ($) | Remaining Public Shares (Post-Redemption) (count) | | :--- | :--- | :--- | :--- | | June 2022 | 11,093,735 | $111,062,537 | 7,406,265 | | Jan 2023 (Tender) | 4,101,830 | $41,879,684 | 3,304,435 | | March 2023 | 1,444,221 | $15,297,014 | 1,860,214 | | March 2024 | 1,407,653 | $16,309,778 | 4,927,561 (total outstanding) | | Dec 2024 | 437,513 | Not specified | 15,048 | - Following its Nasdaq delisting on August 14, 2024, the company is no longer required to comply with the rule that a business combination target must have a fair market value of at least **80% of net assets** in the trust account[22](index=22&type=chunk) - Failure to complete a business combination by **December 31, 2025**, will result in the company ceasing operations and redeeming all public shares[39](index=39&type=chunk)[74](index=74&type=chunk) [Item 1A. Risk Factors](index=16&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks, including the inability to complete a business combination by December 31, 2025, conflicts of interest with the new sponsor, limited trading liquidity post-Nasdaq delisting, and substantial doubt about its going concern ability - The primary risk is the potential inability to consummate an initial business combination by **December 31, 2025**, leading to liquidation and worthless warrants[99](index=99&type=chunk)[126](index=126&type=chunk) - A conflict of interest exists as the new sponsor and affiliates will lose their entire investment if a business combination is not completed, potentially influencing target selection[105](index=105&type=chunk)[181](index=181&type=chunk) - The company's delisted securities face limited trading, reduced liquidity, and potential "penny stock" classification, which could hinder business combination efforts[105](index=105&type=chunk)[195](index=195&type=chunk) - The company's proximity to its liquidation date raises substantial doubt about its ability to continue as a **going concern**[106](index=106&type=chunk) - A potential business combination may be subject to Committee on Foreign Investment in the United States (CFIUS) review, which could impose conditions, delay, or prevent the transaction[122](index=122&type=chunk)[124](index=124&type=chunk) - The company may be considered a Passive Foreign Investment Company (PFIC), potentially resulting in adverse U.S. federal income tax consequences for U.S. investors[228](index=228&type=chunk) [Item 1B. Unresolved Staff Comments](index=39&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - None [Item 1C. Cybersecurity](index=39&type=section&id=Item%201C.%20Cybersecurity) As a blank check company with no operations, the company does not face significant cybersecurity risk, lacks a formal program, and relies on third-party measures, with no material threats in fiscal year 2024 - The company, having no operations, lacks a formal cybersecurity risk management program and relies on third-party digital technologies[230](index=230&type=chunk) - In fiscal year 2024, no cybersecurity threats materially affected or are reasonably likely to materially affect the company's business, operations, or financial condition[230](index=230&type=chunk) [Item 2. Properties](index=39&type=section&id=Item%202.%20Properties) The company's executive offices are located in Albany, NY, provided at no cost by the new sponsor and deemed adequate for current operations - The company's executive offices in Albany, NY, are provided by the new sponsor at no cost[232](index=232&type=chunk) [Item 3. Legal Proceedings](index=40&type=section&id=Item%203.%20Legal%20Proceedings) Management is unaware of any current or contemplated litigation against the company or its officers and directors - No litigation is currently pending or contemplated against the company[233](index=233&type=chunk) [Item 4. Mine Safety Disclosures](index=40&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable Part II [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=40&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's securities were delisted from Nasdaq on August 14, 2024, no cash dividends have been paid or are intended prior to a business combination, and initial private placement warrants were cancelled - The company's units, Class A ordinary shares, and warrants are no longer traded on a national securities exchange as of **August 14, 2024**, following delisting from Nasdaq[236](index=236&type=chunk) - The company has not paid and does not intend to pay any cash dividends prior to completing its initial business combination[238](index=238&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=41&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This MD&A covers the company's post-IPO activities, including extensions, redemptions, sponsor change, and Nasdaq delisting, highlighting a working capital deficit, going concern doubt, and financial results driven by non-operational items and related party transactions [Overview](index=41&type=section&id=7.1%20Overview) The company, a SPAC, completed its IPO in June 2021, extended its business combination deadline to December 31, 2025, and experienced significant 2024 events including redemptions, a sponsor change, warrant cancellation, and Nasdaq delisting - The company is a blank check company formed in February 2021, focused on the technology industry for a potential business combination[245](index=245&type=chunk) - On **August 15, 2024**, Connor Square, LLC became the New Sponsor, resulting in the cancellation of **4,950,000 private placement warrants** and the assignment of certain company debts to the Original Sponsor[263](index=263&type=chunk) - The company's securities were delisted from Nasdaq effective **August 14, 2024**, due to failing listing requirements, including the 36-month business combination timeframe[264](index=264&type=chunk) - The business combination deadline was extended to **December 31, 2025**, with shareholders redeeming **437,513 Class A shares**, leaving **15,048 public shares** outstanding[265](index=265&type=chunk)[266](index=266&type=chunk) [Liquidity, Capital Resources and Going Concern](index=44&type=section&id=7.2%20Liquidity%2C%20Capital%20Resources%20and%20Going%20Concern) As of December 31, 2024, the company had no operating cash and a **$32,524 working capital deficit**, leading management to conclude substantial doubt about its going concern ability due to these factors and the mandatory liquidation date - As of **December 31, 2024**, the company had **$0** in its operating bank account and a working capital deficit of **$32,524**[268](index=268&type=chunk) - Management has determined that the mandatory liquidation date and negative financial trends raise substantial doubt about the company's ability to continue as a **going concern**[272](index=272&type=chunk) - In connection with the August 2024 sponsor change, outstanding liabilities of **$1,050,795** were transferred to the Original Sponsor, leaving the company with no outstanding liabilities to the former sponsor as of year-end[270](index=270&type=chunk) [Results of Operations](index=44&type=section&id=7.3%20Results%20of%20Operations) For the year ended December 31, 2024, the company reported a net income of **$1.6 million**, a significant shift from a **$0.8 million net loss** in 2023, primarily driven by **$2.0 million in debt forgiveness** and **$0.4 million in trust account earnings** - Results of Operations Comparison | Metric | Year Ended Dec 31, 2024 ($) | Year Ended Dec 31, 2023 ($) | | :--- | :--- | :--- | | Operating and formation costs | $(747,441) | $(1,641,861) | | Earnings on Trust Account | $400,179 | $1,008,533 | | Debt forgiveness | $2,000,514 | $0 | | Change in fair value of warrant liabilities | $(54,450) | $(172,821) | | **Net Income (Loss)** | **$1,598,802** | **$(806,149)** | [Critical Accounting Policies](index=47&type=section&id=7.4%20Critical%20Accounting%20Policies) Critical accounting policies include classifying redeemable Class A ordinary shares as temporary equity, accounting for warrants as fair-valued liabilities, and calculating net income per share using a two-class method, with **15,048 Class A shares** subject to redemption as of December 31, 2024 - Class A ordinary shares subject to possible redemption are classified as temporary equity and measured at their redemption amount; as of **December 31, 2024**, **15,048 shares** were subject to redemption[290](index=290&type=chunk) - Warrants are accounted for as liabilities and re-measured to fair value at each reporting period, with changes recognized in the statement of operations[292](index=292&type=chunk) - Net income per share is calculated using a two-class method, allocating earnings pro rata between redeemable Class A shares and non-redeemable Class A and Class B shares[294](index=294&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=48&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not required as the company is a smaller reporting company - The company is a smaller reporting company and is not required to provide the information under this item[304](index=304&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=48&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This item refers to the full financial statements and notes, presented at the end of the report - The company's financial statements and supplementary data are included following Item 16 of the report[305](index=305&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=49&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no disagreements with its accountants on accounting and financial disclosure - None [Item 9A. Controls and Procedures](index=49&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that as of December 31, 2024, disclosure controls and internal control over financial reporting were ineffective due to material weaknesses in accounting for complex instruments, recording liabilities, and internal communication of material agreements, with remediation efforts underway - Management concluded that disclosure controls and procedures were not effective as of **December 31, 2024**, due to a material weakness in internal control over financial reporting[309](index=309&type=chunk) - Material weaknesses were identified in controls for accounting for complex financial instruments, recording accrued and contingent liabilities, and communication of material agreements by executive management[312](index=312&type=chunk) - Remediation plans include improving processes for evaluating complex transactions and enhancing communication between executive management and accounting personnel[313](index=313&type=chunk) [Item 9B. Other Information](index=50&type=section&id=Item%209B.%20Other%20Information) The company reports no other information required for Form 8-K disclosure during the fourth quarter of 2024 that was not already disclosed - No information was required to be disclosed on a Form 8-K during the quarter that was not so disclosed[315](index=315&type=chunk) Part III [Item 10. Directors, Executive Officers and Corporate Governance](index=50&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) As of the report date, Hao Tian is the sole executive officer and director, serving as CEO and CFO since August 2024, with board committees unpopulated due to Nasdaq delisting, and the company has adopted a Code of Ethics - Hao Tian has served as the company's Chief Executive Officer, Chief Financial Officer, and sole director since **August 2024**[318](index=318&type=chunk) - The board of directors' three standing committees (audit, nominating, compensation) are currently unpopulated following the delisting from Nasdaq[322](index=322&type=chunk) - The company has adopted a Code of Ethics applicable to its directors, officers, and employees[323](index=323&type=chunk) [Item 11. Executive Compensation](index=52&type=section&id=Item%2011.%20Executive%20Compensation) No cash compensation has been paid to executive officers or directors, who are eligible for out-of-pocket expense reimbursement, and no stock options or long-term incentive awards have been granted - None of the company's executive officers or directors has received any cash compensation for services rendered[333](index=333&type=chunk) - Officers and directors will be reimbursed for out-of-pocket expenses incurred in connection with company activities, such as identifying potential target businesses[333](index=333&type=chunk) [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=52&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) This section details beneficial ownership as of July 1, 2025, with the new sponsor, Connor Square, LLC, holding **61.1%** controlling voting power, and the old sponsor, CGA Sponsor 2, LLC, retaining a **38.6%** voting interest - Beneficial Ownership as of July 1, 2025 | Name of Beneficial Owner | Approximate Percentage of Voting Control (%) | | :--- | :--- | | Connor Square, LLC ("new sponsor") | 61.1% | | CGA Sponsor 2, LLC ("old sponsor") | 38.6% | | All officers and directors as a group (1 individual) | < 1% | - As of **December 31, 2024**, the company had no equity compensation plans authorized for issuance[345](index=345&type=chunk) [Item 13. Certain Relationships and Related Transactions, and Director Independence](index=53&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) The company discloses related party transactions, primarily with its original and new sponsors, including founder share issuance, cancelled private placement warrants, no-cost office space, and potential working capital loans convertible into warrants - The original sponsor purchased founder shares and **4,950,000 private placement warrants**, which were subsequently cancelled in **2024**[347](index=347&type=chunk)[348](index=348&type=chunk) - The company's executive offices are provided by the new sponsor at no cost[350](index=350&type=chunk) - The sponsor or its affiliates may loan the company up to **$1,500,000** for transaction costs, convertible into warrants at **$1.50 per warrant**[352](index=352&type=chunk) - The board has determined that none of its members are currently "independent" under Nasdaq rules[358](index=358&type=chunk) [Item 14. Principal Accountant Fees and Services](index=55&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) This section summarizes fees paid to independent auditors, with total audit fees of approximately **$80,350** in fiscal year 2024 and **$113,000** in 2023, with no other fees paid - Accountant Fees | Fee Type | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | Audit Fees | $80,350 | $113,000 | | Audit-Related Fees | $0 | $0 | | Tax Fees | $0 | $0 | | All Other Fees | $0 | $0 | Part IV [Item 15. Exhibits and Financial Statement Schedules](index=55&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists documents filed as part of the Form 10-K, including governing documents, warrant agreements, the Share Purchase Agreement for the sponsor change, and various certifications - The report includes an exhibit index listing all filed documents, such as governing documents, material contracts, and certifications[366](index=366&type=chunk)[367](index=367&type=chunk) Financial Statements and Notes [Report of Independent Registered Public Accounting Firm](index=58&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) The auditor's report states that financial statements are fairly presented in accordance with U.S. GAAP, but highlights substantial doubt about the company's ability to continue as a going concern due to net losses, negative cash flows, and financing dependence - The auditor's opinion states that the financial statements are presented fairly in all material respects[381](index=381&type=chunk) - The report explicitly raises **substantial doubt** about the company's ability to continue as a **going concern** due to its financial condition and dependence on financing[382](index=382&type=chunk)[391](index=391&type=chunk) [Financial Statements](index=60&type=section&id=Financial%20Statements) The financial statements detail the company's financial position and performance, showing a minimal trust account value of **$182,240** and a shareholders' deficit as of December 31, 2024, with a **$1.6 million net income** in 2024 primarily from non-operational items - Balance Sheet Summary (As of December 31, 2024) | Account | Amount ($) | | :--- | :--- | | Cash and marketable securities held in trust account | $182,240 | | Total Liabilities | $217,506 | | Class A ordinary shares subject to possible redemption | $182,240 | | Total Shareholders' Deficit | $(217,506) | - Statement of Operations Summary (For the year ended December 31, 2024) | Account | Amount ($) | | :--- | :--- | | Operating and formation costs | $(747,441) | | Earnings on Trust Account | $400,179 | | Debt forgiveness | $2,000,514 | | **Net income** | **$1,598,802** | [Notes to Financial Statements](index=62&type=section&id=Notes%20to%20Financial%20Statements) The notes provide critical context to the financial statements, detailing business operations, deadline extensions, redemptions, sponsor change, going concern issues, significant accounting policies, related-party transactions, and warrant terms and valuation - Note 1 confirms management's determination of **substantial doubt** about the company's ability to continue as a **going concern** due to the mandatory liquidation date and working capital deficiency[440](index=440&type=chunk) - Note 2 details the accounting for Class A ordinary shares subject to possible redemption, showing a reduction from **1,860,214 shares** at year-end 2023 to **15,048 shares** at year-end 2024 due to redemptions[448](index=448&type=chunk)[449](index=449&type=chunk) - Note 4 confirms that on **August 15, 2024**, the Original Sponsor transferred **2,685,000 shares** to the New Sponsor and all **4,950,000 Private Placement Warrants** were cancelled[477](index=477&type=chunk)[481](index=481&type=chunk)[497](index=497&type=chunk) - Note 5 confirms that the deferred underwriting fee of **$6,475,000** was waived in an agreement where the underwriter will accept shares in lieu of cash upon a business combination[489](index=489&type=chunk)[490](index=490&type=chunk) - Note 8 states that as of **December 31, 2024**, the Public Warrants were reclassified from Level 1 to Level 3 fair value measurement because they were delisted and are no longer actively traded[518](index=518&type=chunk)

IPO and Tender Offer - The Company completed its Initial Public Offering on June 21, 2021, raising gross proceeds of $185 million from the sale of 18,500,000 units at $10.00 per unit[109]. - A total of 4,101,830 Class A ordinary shares were validly tendered in the 2022 Tender Offer, with an aggregate purchase price of $41,879,684 at $10.21 per share[112]. - Following the 2022 Tender Offer, 3,304,435 Class A ordinary shares remained outstanding, with 1,860,214 shares subject to possible redemption[115]. - The Company redeemed 1,407,653 Class A ordinary shares in March 2024, resulting in total redemption payments of $16,309,778, or approximately $11.59 per share[118]. Business Combination and Compliance - The Company extended the deadline for consummating a business combination from March 21, 2023, to March 21, 2024, as approved by shareholders[114]. - The Company is required to complete a business combination by December 31, 2024, or face liquidation and redemption of public shares[123]. - The Company received a notice from Nasdaq regarding non-compliance with the minimum 500,000 publicly held shares requirement, with a deadline to submit a compliance plan by June 24, 2024[120]. Financial Position and Performance - As of June 30, 2024, the Company reported a working capital deficit of $4,603,960 and only $18,433 in its operating bank account[124]. - As of June 30, 2024, the Company had cash and marketable securities held in the Trust Account of $5,316,054, down from $21,200,364 as of December 31, 2023, primarily due to redemption payments to shareholders[128]. - For the three months ended June 30, 2024, the Company reported a net income of $69,448, compared to a net loss of $726,763 for the same period in 2023[129][130]. - The net loss for the six months ended June 30, 2024, was $278,302, significantly improved from a net loss of $1,765,571 for the same period in 2023[130]. - The Company is indebted to the Sponsor and its affiliates for $1,643,708 as of June 30, 2024, representing operating and formation costs paid on behalf of the Company[137]. - The Company has not generated any operating revenues until the completion of an initial Business Combination[129]. Going Concern and Financial Doubts - Management has raised substantial doubt about the Company's ability to continue as a going concern for one year from the issuance of the financial statements due to negative financial trends and working capital deficiency[127]. - The Company had $18,433 held outside the Trust Account as of June 30, 2024, used to fund operating expenses[129]. Sponsor and Loans - The Sponsor has agreed to provide Working Capital Loans, which may be convertible into warrants of the post-Business Combination entity at a price of $1.50 per warrant, but no such loans were outstanding as of June 30, 2024[135]. Administrative and Underwriting Fees - The Company incurred $480,000 in administrative service fees, with no expenses recognized since June 21, 2022[136]. - The underwriters of the Initial Public Offering are entitled to a total underwriting discount of $3,700,000, with an additional deferred fee of $6,475,000 payable upon completion of a Business Combination[139]. Regulatory Exemptions - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act as an "emerging growth company" for a period of five years post-IPO[145]. - The company may not be required to provide an auditor's attestation report on internal controls over financial reporting under Section 404 of the Sarbanes-Oxley Act[145]. - The company is exempt from certain compensation disclosures required of non-emerging growth public companies under the Dodd-Frank Act[145]. - The company is not required to comply with potential Public Company Accounting Oversight Board requirements regarding mandatory audit firm rotation[145]. - The company is classified as a smaller reporting company and is not required to provide additional market risk disclosures[146].

PART I—FINANCIAL INFORMATION [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Unaudited condensed financial statements for Q1 2024 detail Corner Growth Acquisition Corp. 2's financial position, operations, and cash flows [Condensed Balance Sheets](index=3&type=section&id=Condensed%20Balance%20Sheets) Total assets decreased significantly to **$5.3 million** due to redemptions, increasing the shareholders' deficit to **$11.4 million** Condensed Balance Sheet Highlights (Unaudited) | Account | March 31, 2024 ($) | December 31, 2023 ($) | | :--- | :--- | :--- | | **Total Assets** | **5,338,967** | **21,242,036** | | Cash and marketable securities held in trust account | 5,259,324 | 21,200,364 | | **Total Liabilities** | **11,504,803** | **10,880,344** | | Due to related party | 1,313,609 | 1,065,496 | | Deferred underwriting fee payable | 6,475,000 | 6,475,000 | | **Class A ordinary shares subject to possible redemption** | **5,259,324** | **21,200,364** | | **Total Shareholders' Deficit** | **(11,425,160)** | **(10,838,672)** | [Unaudited Condensed Statements of Operations](index=4&type=section&id=Unaudited%20Condensed%20Statements%20of%20Operations) Net loss improved to **$347,750** in Q1 2024, driven by reduced warrant liability changes and lower operating costs Condensed Statement of Operations (Unaudited) | Item | Three Months Ended March 31, 2024 ($) | Three Months Ended March 31, 2023 ($) | | :--- | :--- | :--- | | Operating and formation costs | (419,747) | (500,469) | | Earnings on marketable securities held in Trust Account | 238,738 | 208,954 | | Change in fair value of warrant liabilities | (166,741) | (747,293) | | **Net income (loss)** | **(347,750)** | **(1,038,808)** | | Basic and diluted net income (loss) per share | (0.06) | (0.13) | [Unaudited Condensed Statements of Cash Flows](index=6&type=section&id=Unaudited%20Condensed%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was minimal, with investing proceeds of **$16.18 million** fully used for share redemptions Condensed Statement of Cash Flows Highlights (Unaudited) | Activity | Three Months Ended March 31, 2024 ($) | | :--- | :--- | | Net cash used in operating activities | (190) | | Net cash provided by investing activities | 16,179,778 | | Net cash used in financing activities | (16,179,778) | | **Net change in cash** | **(190)** | [Notes to Unaudited Condensed Financial Statements](index=7&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) Notes detail the company's SPAC status, business combination deadline, share redemptions, related-party transactions, and going concern doubts - The company is a Special Purpose Acquisition Company (SPAC) formed to effect a business combination, intending to focus on the technology industry in the United States[16](index=16&type=chunk)[17](index=17&type=chunk) - The deadline to complete a business combination has been extended to **December 31, 2024**. If a combination is not completed by this date, the company will liquidate[36](index=36&type=chunk)[41](index=41&type=chunk) - In March 2024, shareholders redeemed **1,407,653 Class A ordinary shares** for approximately **$16.3 million**, or **$11.59 per share**. After redemptions, **4,927,561 Class A shares** remained outstanding[37](index=37&type=chunk) - Management has determined that the mandatory liquidation date and working capital deficit of **$4.45 million** raise substantial doubt about the company's ability to continue as a going concern[43](index=43&type=chunk)[46](index=46&type=chunk) - As of March 31, 2024, the company is indebted to its Sponsor and affiliates for **$1,313,609** for operating and formation costs paid on its behalf[90](index=90&type=chunk) - The company accounts for its public and private warrants as liabilities, which are re-measured to fair value at each reporting period, with changes recognized in the statement of operations[93](index=93&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=36&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's blank check status, business combination deadline, share redemptions, working capital deficit, going concern doubts, and Nasdaq non-compliance - The company is a blank check company with a purpose to effect a business combination by **December 31, 2024**[124](index=124&type=chunk)[143](index=143&type=chunk) Results of Operations Comparison | Item | Three Months Ended March 31, 2024 ($) | Three Months Ended March 31, 2023 ($) | | :--- | :--- | :--- | | **Net Loss** | **347,750** | **1,038,808** | | Earnings on Trust Account | 238,738 | 208,954 | | Change in fair value of warrant liabilities | (166,741) | (747,293) | | Operating and formation costs | (419,747) | (500,469) | - As of March 31, 2024, the company had a working capital deficit of **$4,449,937** and cash of **$18,780** in its operating account. Management has concluded these conditions raise substantial doubt about its ability to continue as a going concern[144](index=144&type=chunk)[150](index=150&type=chunk) - In March 2024, shareholders redeemed **1,407,653 Class A shares** for approximately **$16.3 million**, reducing the trust account to approximately **$5.3 million**[138](index=138&type=chunk)[151](index=151&type=chunk) - On May 10, 2024, the company received a notice from Nasdaq for non-compliance with the minimum **500,000 publicly held shares** requirement and has until **June 24, 2024**, to submit a compliance plan[140](index=140&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=48&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is a smaller reporting company and is therefore not required to provide the information requested under this item - As a smaller reporting company defined by Rule 12b-2 of the Exchange Act, the company is not required to provide information for this item[173](index=173&type=chunk) [Controls and Procedures](index=48&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of March 31, 2024, 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, 2024[175](index=175&type=chunk) - A **material weakness** was identified in internal control over financial reporting, as controls around the accounting for certain complex financial instruments were not effectively designed or maintained[175](index=175&type=chunk) - There were no changes in internal control over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, the company's internal controls[179](index=179&type=chunk) PART II – OTHER INFORMATION [Legal Proceedings](index=51&type=section&id=Item%201.%20Legal%20Proceedings) The company reports that there are no legal proceedings - None[182](index=182&type=chunk) [Risk Factors](index=51&type=section&id=Item%201A.%20Risk%20Factors) This section highlights the risk of Nasdaq delisting due to non-compliance with listing standards, specifically the minimum publicly held shares requirement - There is a significant risk that Nasdaq may delist the company's securities for failure to maintain listing requirements, which could limit investor transactions and reduce liquidity[185](index=185&type=chunk)[187](index=187&type=chunk) - On May 10, 2024, the company received a notice from Nasdaq for not meeting the minimum **500,000 publicly held shares** requirement (Nasdaq Listing Rule 5550(a)(4))[192](index=192&type=chunk) - The company has until **June 24, 2024**, to submit a plan to regain compliance with the minimum publicly held shares requirement[192](index=192&type=chunk) [Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities](index=52&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%2C%20Use%20of%20Proceeds%2C%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company reports no unregistered sales of equity securities, use of proceeds, or issuer purchases of equity securities for the period - None[193](index=193&type=chunk) [Defaults Upon Senior Securities](index=52&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[194](index=194&type=chunk) [Mine Safety Disclosures](index=52&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=52&type=section&id=Item%205.%20Other%20Information) No director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during Q1 2024 - During the first quarter of 2024, no director or officer of the Company adopted or terminated a 'Rule 10b5-1 trading arrangement' or 'non-Rule 10b5-1 trading arrangement'[196](index=196&type=chunk) [Exhibits](index=53&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including corporate governance documents, officer certifications, and XBRL data - The exhibits filed with this report include: - Amended and Restated Memorandum and Articles of Association (and amendments) - Certifications from the CEO and CFO pursuant to Sarbanes-Oxley Act Sections 302 and 906 - XBRL Instance Document and related taxonomy files[197](index=197&type=chunk)

Table of Contents 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, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 CORNER GROWTH ACQUISITION CORP. 2 (Exact name of registrant as specified in its charter) Cayman Islands 001-40510 98-1582723 (State or other jurisdiction of incorporation or organ ...

Table of Contents 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, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CORNER GROWTH ACQUISITION CORP. 2 (Exact name of registrant as specified in its charter) Cayman Islands 001-40510 98-1582723 (State o ...

Table of Contents 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 CORNER GROWTH ACQUISITION CORP. 2 (Exact name of registrant as specified in its charter) Cayman Islands 001-40510 98-1582723 (State or oth ...

Table of Contents 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 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 CORNER GROWTH ACQUISITION CORP. 2 (Exact name of registrant as specified in its charter) Cayman Islands 001-40510 98-1582723 (State or ot ...

Table of Contents 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, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 CORNER GROWTH ACQUISITION CORP. 2 (Exact name of registrant as specified in its charter) Cayman Islands 001-40510 98-1582723 (State or other jurisdiction of incorporation or organ ...