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AIIA on NYSE

AI Infrastructure Acquisition Corp.

AI Infrastructure Acquisition Corp. is a blank check company in the Cayman Islands.1 It is headquartered in Las Vegas, Nevada.1 Its shares trade on NYSE under the symbol AIIA.1

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Last updated Oct 21, 2026.

Overview

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  • TickerAIIA on NYSE1
  • IndustryBlank Checks1
  • HeadquartersLas Vegas, Nevada1
  • Incorporated inCayman Islands2
  • Business address10845 Griffith Peak Drive,, Suite 200, C/O Jet.Ai, Las Vegas, Nv 891352
  • Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company2

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Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Every line of the balance sheet as filed: the last 2 fiscal years (annual) or 2 quarters (quarterly), latest first.6

Period ending2025-12-312025-09-30
Cash and cash equivalents$1.2M
Prepaid expenses$8.1K
Total current assets$1.2M
Investments held in Trust Account$139.3M
Total Assets$140.5M
Due to Sponsor$30.0K
Other current liabilities$101.7K
Total Liabilities$131.7K
Class A shares subject to redemption, 13,800,000 shares at redemption value of $10.09 per share$139.3M$138.0M
Additional paid-in capital$1.3M
Accumulated deficit-$157.0K
Total shareholders equity$1.1M
Total Liabilities and Shareholders Equity$140.5M
Preference shares, par value$0.00
Preference shares, shares authorized20.0M shares
Preference shares, shares issued0 shares
Preference shares, shares outstanding0 shares

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Corporate structure

AI Infrastructure Acquisition Corp. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of AI Infrastructure Acquisition Corp.

  • WOLVERINE ASSET MANAGEMENT LLC Filed SCHEDULE 13G/A on AI Infrastructure Acquisition Corp., latest Jul 16, 2026 (2 filings since Feb 2, 2026)
  • Karpus Management, Inc. Filed SCHEDULE 13G/A on AI Infrastructure Acquisition Corp., latest May 14, 2026 (2 filings since Feb 13, 2026)
  • Feis Equities LLC Filed SCHEDULE 13G/A on AI Infrastructure Acquisition Corp., latest Nov 5, 2025 (2 filings since Oct 10, 2025)
  • AI Infrastructure Acquisition Corp. Las Vegas, Nevada

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What AI Infrastructure Acquisition Corp. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$1.2M6 Dec 31, 2025

Properties, in its own words

We currently maintain our executive offices at 10845 Griffith Peak Drive, Suite 200, Las Vegas, Nevada 89135. This space is made available to us by our Sponsor. We pay our Sponsor $10,000 per month for office space, utilities, secretarial, and administrative support pursuant to an administrative services agreement that commenced on October 6, 2025. We consider our current office space adequate for our current operations.

Item 2 of the 10-K filed Mar 20, 2026.8

Leadership

Who has led AI Infrastructure Acquisition Corp., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Michael D. Winston2025–now

Chair

  1. Michael D. Winston2025–now

Chief financial officer

  1. George Murnane Iii.2025–now
Board members and other officers (4)

Timeline

  1. Nov 24, 20258-K Other events14
  2. Oct 10, 20258-K Other events15
  3. Oct 9, 20258-K Entered a material agreement; Unregistered sale of shares; Executive or director change16
  4. Sep 30, 2025New chief executive Michael D. Winston becomes CEO9

Filings

37 filings to the SEC since October 2021: 1 annual reports, 4 quarterly reports, 3 major events, 5 insider forms, 6 large holders, 18 other. The latest 20:

  1. Aug 14, 202610-Q EDGAR
  2. Jul 16, 2026SCHEDULE 13G/A EDGAR
  3. May 14, 2026SCHEDULE 13G/A EDGAR
  4. May 12, 202610-Q EDGAR
  5. Mar 20, 202610-K EDGAR
  6. Feb 13, 2026SCHEDULE 13G EDGAR
  7. Feb 2, 2026SCHEDULE 13G EDGAR
  8. Nov 24, 20258-K EDGAR
  9. Nov 14, 202510-Q EDGAR
  10. Nov 14, 202510-Q EDGAR
  11. Nov 5, 2025SCHEDULE 13G/A EDGAR
  12. Oct 10, 20258-K EDGAR
  13. Oct 10, 2025SCHEDULE 13G EDGAR
  14. Oct 9, 20258-K EDGAR
  15. Oct 6, 2025424B4 EDGAR
  16. Oct 2, 2025S-1MEF EDGAR
  17. Oct 2, 20258-A12B EDGAR
  18. Oct 2, 2025CERT NYSE CERTIFICATION EDGAR
  19. Sep 30, 2025EFFECT EDGAR
  20. Sep 30, 20253 EDGAR

The 37 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

SEC filer profile

How AI Infrastructure Acquisition Corp. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARAI Infrastructure Acquisition Corp.1
  • CIK0002073553
  • Employer ID (EIN)00-00000008
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; a shell company8
  • Incorporated inCayman Islands8
  • Fiscal year endsDecember 311
  • Industry code (SIC)6770 Blank Checks1
  • SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
  • Business address10845 Griffith Peak Drive,, Suite 200, C/O Jet.Ai, Las Vegas, NV 891351
  • Phone702-747-40001
  • Shares outstanding14,690,000 Common Class A shares; 4,600,000 Common Class B shares as of Mar 20, 20268
  • Public float$0 as of Jun 30, 20256
  • AuditorHACKER, JOHNSON & SMITH PA, Tampa, Florida PCAOB ID 400; no auditor attestation of internal control over financial reporting8
  • On EDGAR sinceJun 26, 20251
  • Filings37 in all: 3 (5), CORRESP (5), 10-Q (4), 8-K (3), SCHEDULE 13G (3), SCHEDULE 13G/A (3), UPLOAD (3), S-1/A (2)1
    All 17 form types

    10-K (1), 424B4 (1), 8-A12B (1), CERT (1), DRS (1), DRSLTR (1), EFFECT (1), S-1 (1), S-1MEF (1)

  • Latest filingsAnnual report (10-K) Mar 20, 2026
    Quarterly report (10-Q) Aug 14, 2026
    Latest 8-K (8-K) Nov 24, 2025

Securities registered for trading

ClassSymbolExchange
Units, each consisting of one Class A ordinary share and one rightAIIA UNew York Stock Exchange
Class A ordinary shares, par value $0.0001 per shareAIIANew York Stock Exchange
Rights, each right entitling the holder to receive one-fifth (1/5) of one Class A ordinary shareAIIA RNew York Stock Exchange

From the cover page of the 10-K filed Mar 20, 2026 (Section 12(b) of the Exchange Act).8

Risk factors and legal proceedings

The risks AI Infrastructure Acquisition Corp. names in Item 1A of its 10-K filed Mar 20, 2026: 77 risks under these headings, as written.8

  • Risks Relating to our Search for, and Consummation of or Inability to Consummate, a Business Combination
  • Our public shareholders may not be afforded an opportunity to vote on our proposed business combination, which means we may complete our initial business combination even though a majority of our public shareholders do not support such a combination.
  • If we seek shareholder approval of our initial business combination, Maxim (and its designees), our sponsor, officers and directors have agreed to vote in favor of such initial business combination, regardless of how our public shareholders vote, and in certain circumstances no Public Shares sold in our initial public offering would be required to be voted in favor of a transaction in order to have an initial business combination approved.
  • Your only opportunity to affect the investment decision regarding a potential business combination will be limited to the exercise of your right to redeem your shares from us for cash, unless we seek shareholder approval of the business combination.
  • The ability of our public shareholders to redeem their shares for cash may make our financial condition unattractive to potential business combination targets, which may make it difficult for us to enter into a business combination with a target.
  • The ability of our public shareholders to exercise redemption rights with respect to a large number of our shares may not allow us to complete the most desirable business combination or optimize our capital structure.
  • We may not be able to complete our initial business combination within the prescribed time frame, in which case we would cease all operations except for the purpose of winding up and we would redeem our Public Shares and liquidate, in which case our public shareholders may only receive $10.00 per share, or less than such amount in certain circumstances, and our Rights will expire worthless.
  • We may not be able to complete an initial business combination since such initial business combination may be subject to regulatory review and approval requirements, including foreign investment regulations and review by government entities such as the Committee on Foreign Investment in the United States (“CFIUS”), or may be ultimately prohibited.
  • The requirement that we complete our initial business combination within the prescribed time frame may give potential target businesses leverage over us in negotiating a business combination and may decrease our ability to conduct due diligence on potential business combination targets as we approach our dissolution deadline, which could undermine our ability to complete our initial business combination on terms that would produce value for our shareholders.
  • If we seek shareholder approval of our initial business combination, Maxim (and its designees), our sponsor, directors, officers, advisors and their affiliates may elect to purchase shares from public shareholders, which may influence a vote on a proposed business combination and reduce the public “float” of our Class A ordinary shares.
  • If a shareholder fails to receive notice of our offer to redeem our Public Shares in connection with our initial business combination, or fails to comply with the procedures for tendering its shares, such shares may not be redeemed.
  • You will not be entitled to protections normally afforded to investors of many other blank check companies.
The other 65 risks
  • If we seek shareholder approval of our initial business combination and we do not conduct redemptions pursuant to the tender offer rules, and if you or a “group” of shareholders are deemed to hold in excess of 15% of our Class A ordinary shares, you will lose the ability to redeem all such shares in excess of 15% of our Class A ordinary shares.
  • Because of our limited resources and the significant competition for business combination opportunities, it may be more difficult for us to complete our initial business combination. If we are unable to complete our initial business combination, our public shareholders may receive only approximately $10.00 per share, or less in certain circumstances, on our redemption, and our Rights will expire worthless.
  • If the net proceeds of our initial public offering and the sale of the Private Placement Units not being held in the trust account are insufficient, it could limit the amount of cash available to fund our search for a target business or businesses and complete our initial business combination and we will depend on loans from our sponsor or management team to fund our search, to pay our taxes and to complete our initial business combination.
  • If third parties bring claims against us, the proceeds held in the trust account could be reduced and the per-share redemption amount received by shareholders may be less than $10.00 per share.
  • Our directors may decide not to enforce the indemnification obligations of our sponsor, resulting in a reduction in the amount of funds in the trust account available for distribution to our public shareholders.
  • If, after we distribute the proceeds in the trust account to our public shareholders, we file a bankruptcy petition or an insolvency petition or an involuntary bankruptcy petition is filed against us that is not dismissed, a bankruptcy court may seek to recover such proceeds, and the members of our Board may be viewed as having breached their fiduciary duties to our creditors, thereby exposing the members of our Board and us to claims of punitive damages.
  • If, before distributing the proceeds in the trust account to our public shareholders, we file a bankruptcy petition or an insolvency petition or an involuntary bankruptcy petition is filed against us that is not dismissed, the claims of creditors in such proceeding may have priority over the claims of our shareholders and the per-share amount that would otherwise be received by our shareholders in connection with our liquidation may be reduced.
  • If we are deemed to be an investment company under the Investment Company Act, we may be required to institute burdensome compliance requirements and our activities may be restricted, which may make it difficult for us to complete our initial business combination.
  • Our search for an initial business combination, and any target business with which we may ultimately consummate an initial business combination, may be materially adversely affected by current global geopolitical conditions resulting from the ongoing Russia-Ukraine conflict and the recent escalation of the conflict in the Middle East.
  • Changes in laws or regulations, or a failure to comply with any laws and regulations, may adversely affect our business, investments, including our ability to negotiate and complete our initial business combination, and results of operations.
  • Because we are not limited to a particular industry or any specific target businesses with which to pursue our initial business combination, you will be unable to ascertain the merits or risks of any particular target business’s operations.
  • We may seek acquisition opportunities in industries or sectors that may be outside of our management’s areas of expertise.
  • Although we have identified general criteria and guidelines that we believe are important in evaluating prospective target businesses, we may enter into our initial business combination with a target that does not meet such criteria and guidelines, and as a result, the target business with which we enter into our initial business combination may not have attributes entirely consistent with our general criteria and guidelines.
  • We may seek acquisition opportunities with a financially unstable business or an entity lacking an established record of revenue or earnings.
  • Unless we complete our initial business combination with an affiliated entity, or our Board cannot independently determine the fair market value of the target business or businesses, we are not required to obtain an opinion from an independent investment banking or from an independent accounting firm or any other firm that commonly renders valuation opinions, and consequently, you may have no assurance from an independent source that the price we are paying for the business is fair to our company from a financial point of view.
  • We may issue additional Class A ordinary shares or preference shares to complete our initial business combination or under an employee incentive plan after completion of our initial business combination. We may also issue Class A ordinary shares upon the conversion of the Class B ordinary shares at a ratio greater than one-to-one at the time of our initial business combination as a result of the anti-dilution provisions contained in our amended and restated memorandum and articles of association. Any such issuances would dilute the interest of our shareholders and likely present other risks.
  • Resources could be wasted in researching acquisitions that are not completed, which could materially adversely affect subsequent attempts to locate and acquire or merge with another business. If we are unable to complete our initial business combination, our public shareholders may receive only approximately $10.00 per share, or less than such amount in certain circumstances, on the liquidation of our trust account and our Rights will expire worthless.
  • We may engage in a business combination with one or more target businesses that have relationships with entities that may be affiliated with our sponsor, officers, directors or existing holders which may raise potential conflicts of interest.
  • Affiliates of our sponsor may be involved in other blank check companies like ours and may direct potential targets to those companies rather than to us.
  • Since our sponsor, officers and directors will lose their entire investment in us if our initial business combination is not completed, a conflict of interest may arise in determining whether a particular business combination target is appropriate for our initial business combination.
  • The value of the founder shares following completion of our initial business combination is likely to be substantially higher than the nominal price paid for them, even if the trading price of our ordinary shares at such time is substantially less than $10.00 per share.
  • We may issue notes or other debt securities, or otherwise incur substantial debt, to complete a business combination, which may adversely affect our leverage and financial condition and thus negatively impact the value of our shareholders’ investment in us.
  • We may only be able to complete one business combination with the proceeds of our initial public offering and the sale of the Private Placement Units, which will cause us to be solely dependent on a single business which may have a limited number of products or services. This lack of diversification may negatively impact our operations and profitability.
  • We may attempt to simultaneously complete business combinations with multiple prospective targets, which may hinder our ability to complete our initial business combination and give rise to increased costs and risks that could negatively impact our operations and profitability.
  • We do not have a specified maximum redemption threshold. The absence of such a redemption threshold may make it possible for us to complete a business combination with which a substantial majority of our shareholders have redeemed their Class A ordinary shares.
  • In order to effectuate an initial business combination, blank check companies have, in the recent past, amended various provisions of their charters and modified governing instruments. We cannot assure you that we will not seek to amend our amended and restated memorandum and articles of association or governing instruments in a manner that will make it easier for us to complete our initial business combination that our shareholders may not support.
  • We may be unable to obtain additional financing to complete our initial business combination or to fund the operations and growth of a target business, which could compel us to restructure or abandon a particular business combination.
  • Our sponsor controls the election of our Board until consummation of our initial business combination and holds a substantial interest in us. As a result, it will elect all of our directors and may exert a substantial influence on actions requiring shareholder vote, potentially in a manner that you do not support.
  • Because we must furnish our shareholders with target business financial statements, we may lose the ability to complete an otherwise advantageous initial business combination with some prospective target businesses.
  • Compliance obligations under the Sarbanes-Oxley Act may make it more difficult for us to effectuate our initial business combination, require substantial financial and management resources, and increase the time and costs of completing an acquisition.
  • After a business combination, it is possible that a majority of our directors and officers and all of our assets will be located outside the United States; therefore, investors may not be able to enforce federal securities laws or their other legal rights.
  • If we effect a business combination with a company located outside of the United States, the laws applicable to such company will likely govern all of our material agreements and we may not be able to enforce our legal rights.
  • If relations between the United States and foreign governments deteriorate, it could cause potential target businesses or their goods and services to become less attractive.
  • The ability of our public shareholders to exercise redemption rights with respect to a large number of our shares could increase the probability that our initial business combination would be unsuccessful and that you would have to wait for liquidation in order to redeem your shares.
  • Currency policies may harm a target business’ ability to succeed in the international markets.
  • If we are unable to consummate our initial business combination within the business combination period, our public shareholders may be forced to wait beyond such business combination period before redemption from our trust account.
  • We may not hold an annual meeting of shareholders until after the consummation of our initial business combination. Our public shareholders will not have the right to elect directors prior to the consummation of our initial business combination.
  • Reimbursement of out-of-pocket expenses incurred by our insiders, officers, directors or any of their affiliates in connection with certain activities on our behalf, such as identifying and investigating potential business targets, performing business due diligence on suitable target businesses and business combinations, could reduce the funds available to us to consummate a business combination.
  • If our initial business combination involves a company organized under the laws of a state of the United States, it is possible a 1% U.S. federal excise tax will be imposed on us in connection with redemptions of our Class A ordinary shares after or in connection with such initial business combination.
  • Risks Relating to the Post-Business Combination Company
  • Subsequent to the completion of our initial business combination, we may be required to take write-downs or write-offs, restructuring and impairment or other charges that could have a significant negative effect on our financial condition, results of operations and our share price, which could cause you to lose some or all of your investment.
  • Our ability to successfully effect our initial business combination and to be successful thereafter will be totally dependent upon the efforts of our key personnel, some of whom may join us following our initial business combination. The loss of key personnel could negatively impact the operations and profitability of our post-combination business.
  • Our management may not be able to maintain control of a target business after our initial business combination. We cannot provide assurance that, upon loss of control of a target business, new management will possess the skills, qualifications or abilities necessary to profitably operate such business.
  • We may reincorporate in another jurisdiction in connection with our initial business combination and such reincorporation may result in taxes imposed on shareholders.
  • We may have a limited ability to assess the management of a prospective target business and, as a result, may affect our initial business combination with a target business whose management may not have the skills, qualifications or abilities to manage a public company.
  • Since our sponsor, officers and directors may not be eligible to be reimbursed for certain of their out-of-pocket expenses if our initial business combination is not completed, a conflict of interest may arise in determining whether a particular business combination target is appropriate for our initial business combination.
  • Risks Relating to our Sponsor, Management and Director Team
  • We are dependent upon our officers and directors and their departure could adversely affect our ability to operate.
  • Our key personnel may negotiate employment or consulting agreements with a target business in connection with a particular business combination. These agreements may provide for them to receive compensation following our initial business combination and as a result, may cause them to have conflicts of interest in determining whether a particular business combination is the most advantageous.
  • Our officers and directors allocate their time to other businesses thereby causing conflicts of interest in their determination as to how much time to devote to our affairs. This conflict of interest could have a negative impact on our ability to complete our initial business combination.
  • Our sponsor and its affiliates, and certain of our officers and directors are now, and all of them may in the future become, affiliated with entities engaged in business activities similar to those intended to be conducted by us and, accordingly, may have conflicts of interest in determining to which entity a particular business opportunity should be presented.
  • Our officers, directors, security holders and their respective affiliates may have competitive pecuniary interests that conflict with our interests.
  • We may not have sufficient funds to satisfy indemnification claims of our directors and executive officers.
  • Our insiders, officers, directors and their affiliates may be owed reimbursement for out-of-pocket expenses which may cause them to have conflicts of interest in determining whether a particular business combination is most advantageous.
  • The ownership interest of our sponsor may change, and our sponsor may divest its ownership interest in us before identifying a business combination, which could deprive us of key personnel and advisors.
  • Risks Relating to our Securities
  • You will not have any rights or interests in funds from the trust account, except under certain limited circumstances. To liquidate your investment, therefore, you may be forced to sell your Public Shares or rights, potentially at a loss.
  • NYSE may delist our securities from trading on its exchange, which could limit investors’ ability to make transactions in our securities and subject us to additional trading restrictions.
  • Provisions in our amended and restated memorandum and articles of association may inhibit a takeover of us, which could limit the price investors might be willing to pay in the future for our Class A ordinary shares and could entrench management.
  • Since only holders of our founder shares have the right to vote on the appointment and removal of directors, the NYSE may consider us to be a “controlled company” within the meaning of the NYSE rules and, as a result, we may qualify for exemptions from certain corporate governance requirements.
  • The grant of registration rights to our sponsor and holders of our Private Placement Units may make it more difficult to complete our initial business combination, and the future exercise of such rights may adversely affect the market price of our Class A ordinary shares.
  • We may issue our shares to investors in connection with our initial business combination at a price which is less than the prevailing market price of our shares at that time.
  • Changes in the market for directors and officers liability insurance could make it more difficult and more expensive for us to negotiate and complete an initial business combination.
  • Our rights agreement designates the courts of the State of New York or the United States District Court for the Southern District of New York as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by holders of our rights, which could limit the ability of rights holders to obtain a favorable judicial forum for disputes with our company.
  • We may amend the terms of the rights in a way that may be adverse to holders with the approval by the holders of a majority of the then outstanding rights.
  • U.S. federal income tax reform could adversely affect us and holders of our units.
  • Our rights and founder shares may have an adverse effect on the market price of our Class A ordinary shares and make it more difficult to effectuate our initial business combination.
  • If our management following our initial business combination is unfamiliar with United States securities laws, they may have to expend time and resources becoming familiar with such laws, which could lead to various regulatory issues.

Legal proceedings

There is no material litigation, arbitration or governmental proceeding currently pending against us or any members of our management team.

The opening of Item 3, Legal Proceedings.8

Sources

The numbers on this page point here. Each one links to the record it came from.

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    SEC EDGAROther events
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    SEC EDGAROther events
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