{"url_path":"/sec/aexa/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 Unregistered Sales of Equity Securities and Use of Proceeds.","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-13","source_url":"https://www.sec.gov/Archives/edgar/data/2079173/0001193125-26-221704-index.html","accession_number":"0001193125-26-221704","cik":"0002079173","ticker":"AEXA","issuer_name":"American Exceptionalism Acquisition Corp. A","edgar_url":"https://www.sec.gov/Archives/edgar/data/2079173/0001193125-26-221704-index.html","primary_entity_key":"0002079173","primary_entity_name":"American Exceptionalism Acquisition Corp. A"},"word_count":322,"has_tables":true,"body_markdown":"Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.\n\nOn September 29, 2025, the Company consummated the Initial Public Offering of 34,500,000 Class A Ordinary Shares, which includes the full exercise by the underwriters of their over-allotment option in the amount of 4,500,000 Class A Ordinary Shares, at $10.00 per share, generating gross proceeds of $345,000,000. Santander acted as sole book-running manager of the Initial Public Offering. The securities in the offering were registered under the Securities Act on a registration statement on Form\nS-1\n\n(No.333-289701).\nThe Securities and Exchange Commission declared the registration statements effective on September 29, 2025.\n\nSimultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 175,000 Private Placement Shares, at a price of $10.00 per Private Placement Share in a private placement to the Sponsor, generating gross proceeds of $1,750,000. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the Private Placement Shares, although substantially all of the net proceeds are intended to be generally applied toward consummating a Business Combination (less deferred underwriting commissions). The foregoing issuance was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act.\n\nOn September 29, 2025, the underwriters exercised their over-allotment option in full as part of the closing of the Initial Public Offering. As such, the 1,928,571 founder shares are no longer subject to forfeiture.\n\nOf the gross proceeds received from the Initial Public Offering and the proceeds of the sale of the Private Placement Shares, an aggregate of $345,000,000 was placed in the Trust Account.\n\nWe paid a total of $11,130,322, consisting of $250,000 of cash underwriting fee, $10,350,000 of deferred underwriting fee, and $530,322 of other offering costs.\n\nFor a description of the use of the proceeds generated in our Initial Public Offering, see Part I, Item 2 of this\nForm 10-Q."}