{"url_path":"/sec/uysc/10-k/2026/item-12","section_key":"item-12","section_title":"Item 12 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.**","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-07-14","source_url":"https://www.sec.gov/Archives/edgar/data/2036973/0001185185-26-002932-index.html","accession_number":"0001185185-26-002932","cik":"0002036973","ticker":"UYSC","issuer_name":"UY Scuti Acquisition Corp.","edgar_url":"https://www.sec.gov/Archives/edgar/data/2036973/0001185185-26-002932-index.html","primary_entity_key":"0002036973","primary_entity_name":"UY Scuti Acquisition Corp."},"word_count":1291,"has_tables":true,"body_markdown":"**Item\n12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.**\n\n \n\nThe\nfollowing table sets forth information regarding the beneficial ownership of our ordinary shares as of June 25, 2026, based on information\nobtained from the persons named below, with respect to the beneficial ownership of our ordinary shares, by:\n\n \n\n \n●\neach\nperson known by us to be the beneficial owner of more than 5% of our issued and outstanding ordinary shares;\n\n \n\n \n●\neach\nof our officers, directors and director nominees that beneficially own ordinary shares; and\n\n \n\n \n●\nall\nour officers, directors and director nominees as a group.\n\n \n\n98\n\n[Table of Contents](#TableOfContents)\n\n \n\nUnless\notherwise indicated, we believe that all persons named in the table have sole voting and investment power with respect to all ordinary\nshares beneficially owned by them.\n\n \n\nIn\nthe table below, the percentage ownership is based on 5,221,060 ordinary shares (which includes ordinary shares that are underlying the\nunits) issued and outstanding as of June 25, 2026. The following table does not reflect record of beneficial ownership of any ordinary\nshares issuable upon conversion of rights as the rights are not convertible within 60 days of this Report.\n\n \n\n**Name and Address of Beneficial Owners(1) ** \nAmount and\nNature of\nBeneficial\nOwnership  \nApproximate\nPercentage of\nOutstanding\nOrdinary\nShares \n\nUY Scuti Investments Limited(2)(3) \n 1,448,348  \n 27.7%\n\nJialuan Ma \n 50,000  \n * \n\nSze Wai Lee \n 40,000  \n * \n\nDaniel John Paul Peart \n 35,000  \n * \n\nShaokang Lu(4) \n 35,000  \n * \n\nJiawen Zhao \n 35,000  \n * \n\nYan Liang \n 35,000  \n * \n\nAll directors and officers as a group (six individuals) \n 230,000  \n 4.4%\n\nFeis Equities LLC / Lawrence M. Feis(5) \n 559,331  \n 10.7%\n\nMizuho Financial Group, Inc.(6) \n 602,136  \n 11.5%\n\nWolverine Asset Management, LLC(7) \n 502,944  \n 9.6%\n\nW. R. Berkley Corporation LP and Berkley Insurance Company(8) \n 407,586  \n 7.8%\n\n \n\n*\nLess\nthan one percent.\n\n \n \n\n(1)\nUnless\notherwise indicated, the business address of each of the individuals is 39 E Broadway, Ste 603, New York, NY 10002.\n\n \n \n\n(2)\nRepresents\nshares held by our Sponsor. Our Sponsor is controlled by Qunxue Yin. UY Scuti Investments Limited possess the sole voting power and\nsole dispositive power with respect to the 1,448,348 ordinary shares held by UY Scuti Investments Limited. Information is based solely\non a report on Schedule 13D filed by UY Scuti Investments Limited on April 15, 2025. The principal business office of UY Scuti Investments\nLimited is 39 East Broadway, Suite 603, New York, New York, 10002.\n\n \n\n(3)\nIncludes\nthe 240,848 private placement units purchased by our Sponsor simultaneously with the consummation of the initial public offering.\n\n \n\n(4)\nMr.\nLu served as UYSC’s chief financial officer until March 27, 2026.\n\n  \n\n(5)\nRepresents\nshares directly beneficially owned by Feis Equities LLC (“Feis”) and Lawrence M. Feis (“Lawrence”).\nFeis and Lawrence possess the sole voting power and sole dispositive power with respect to the 559,331 ordinary shares held by Feis\nand Lawrence. Information is based solely on a report on Schedule 13G/A filed by Feis and Lawrence on February 3, 2026. The principal\nbusiness office of Feis and Lawrence is located at 1740 Waukegan Road, Suite 206, Glenview, Illinois 60025.\n\n \n \n\n(6)\nRepresent\nshares directly beneficially owned by Mizuho Financial Group, Inc. (“Mizuho”). Mizuho possess the sole voting power and\nsole dispositive power with respect to the 602,136 ordinary shares held by Mizuho. Information is based solely on a report on Schedule\n13G/A filed on November 13, 2025. The business address of Mizuho is 1-5-5, Otemachi, Chiyoda-ku, Tokyo, 100-8176, Japan.\n\n \n \n\n(7)\nRepresents\nshares beneficially owned by Wolverine Asset Management LLC (“WAM”); WAM has voting and dispositive power over 502,944\nordinary shares of the Company. The sole member and manager of WAM is Wolverine Holdings, L.P. (“Wolverine Holdings”).\nRobert R. Bellick and Christopher L. Gust may be deemed to control Wolverine Holdings in their roles as Managers of Wolverine Holdings.\nEach of Wolverine Holdings, Mr. Bellick, and Mr. Gust have voting and dispositive power over 502,944 ordinary shares of the Company.\nInformation is based solely on a report on Schedule 13G/A filed on February 3, 2026. The address for each of WAM and Wolverine Holdings\nis 175 West Jackson Boulevard, Suite 340, Chicago, IL 60604.\n\n \n \n\n(8)\nBased\non information contained in a Schedule 13G filed on May 8, 2026. Address or principal business office is 475 Steamboat Road,\nGreenwich, CT 06830\n\n \n\n99\n\n[Table of Contents](#TableOfContents)\n\n \n\n(1)\nUnless\notherwise indicated, the business address of each of the individuals is 39 E Broadway, Ste 603, New York, NY 10002.\n\n \n \n\n(2)\nRepresents\nshares held by our sponsor. Our sponsor is controlled by Guojian Zhang. UY Scuti Investments Limited possess the sole voting power\nand sole dispositive power with respect to the 1,678,348 ordinary shares held by UY Scuti Investments Limited. Information is based\nsolely on a report on Schedule 13D filed by UY Scuti Investments Limited on April 15, 2025. The principal business office of UY Scuti\nInvestments Limited is 39 East Broadway, Suite 603, New York, New York, 10002.\n\n \n \n\n(3)\nIncludes\nthe 240,848 private placement units purchased by our sponsor simultaneously with the consummation of the initial public offering.\n\n \n \n\n(4)\nSuch\nindividual does not beneficially own any of our ordinary shares. However, such an individual has a pecuniary interest in our ordinary\nshares through his ownership of shares of our sponsor.\n\n \n \n\n(5)\nRepresents\nshares directly beneficially owned by Harraden Circle Investments, LLC (“Harraden Adviser”), Harraden Circle Investors\nGP, LP (“Harraden GP”), Harraden Circle Investors GP, LLC (“Harraden LLC”), Harraden Circle Investors, LP\n(“Harraden Fund”), Harraden Circle Special Opportunities, LP (“Harraden Special Op Fund”), Harraden Circle\nStrategic Investments, LP (“Harraden Strategic Fund”), and Frederick V. Fortmiller, Jr. is the managing member of each\nof Harraden LLC and Harraden Adviser and Mr. Fortmiller may be deemed to indirectly beneficially own the Shares reported herein directly\nbeneficially owned by Harraden Adviser, Harraden GP, Harraden LLC, Harraden Fund, Harraden Special Op Fund, and Harraden Strategic\nFund. Information is based solely on a report from a Schedule 13 G filed on April 7, 2025. The business address of each of the foregoing\nis 299 Park Avenue, 21st Floor, New York, New York 10171.\n\n \n \n\n(6)\nRepresents\nshares directly beneficially owned by Feis Equities LLC (“Feis”) and Lawrence M. Feis (“Lawrence”).\nFeis and Lawrence possess the sole voting power and sole dispositive power with respect to the 362,009 ordinary shares held by Feis\nand Lawrence. Information is based solely on a report on Schedule 13G filed by Feis and Lawrence on April 8, 2025. The principal\nbusiness office of Feis and Lawrence is located at 1740 Waukegan Road, Suite 206, Glenview, Illinois 60025.\n\n \n \n\n(7)\nRepresent\nshares directly beneficially owned by Mizuho Financial Group, Inc. (“Mizuho”). Mizuho posses the sole voting power and\nsole dispositive power with respect to the 554,945 ordinary shares held by Mizuho. Information is based solely on a report on Schedule\n13G filed on May 13, 2025. The business address of Mizuho is 1-5-5, Otemachi, Chiyoda-ku, Tokyo, 100-8176, Japan.\n\n \n\n**Section 16(a)\nBeneficial Ownership Reporting Compliance**\n\n \n\nSection 16(a)\nof the Securities Exchange Act of 1934, as amended, or the Exchange Act, requires our executive officers, directors, and persons who\nbeneficially own more than 10% of a registered class of our equity securities to file with the Securities and Exchange Commission initial\nreports of ownership and reports of changes in ownership of our ordinary shares and other equity securities. These executive officers,\ndirectors, and greater than 10% beneficial owners are required by SEC regulation to furnish us with copies of all Section 16(a)\nforms filed by such reporting persons. Due to the abovementioned section, the Company conducts periodic review of such forms furnished\nto us and written representations from certain reporting persons. Based solely on a review of copies of such forms submitted to us, we\nbelieve that all persons subject to the requirements of Section 16(a) filed such reports on a timely basis during the fiscal year ended\nMarch 31, 2026."}