Changes permit SPARC’s subscription rights to be listed and trade on the NYSE

Pershing Square SPARC Holdings, Ltd. (“SPARC” or the “Company”) today announced that the Securities and Exchange Commission (“SEC”) has approved a change to the New York Stock Exchange listing rules that will enable SPARC’s subscription rights (“SPARs”) to trade on the NYSE in the future, a milestone that further cements SPARC as the most efficient and cost-effective way for a large private company to go public.

Backed by Pershing Square, SPARC is a new kind of acquisition vehicle built to take large private companies public without the cost, uncertainty, and complexity of a traditional IPO. Unlike a conventional IPO, where the IPO price, offering size, and, most importantly, whether the offering gets done at all, remain unknown until the day of pricing, SPARC offers a target company certainty about the minimum offering size – with Pershing Square as an anchor investor – and the IPO price with no underwriting fees, shareholder warrants or founder stock. SPARC is targeting transactions which require $1.5 billion of primary and/or secondary capital, with no upper limit on transaction size. SPARC’s subscription rights are now expected to trade on the NYSE during a 20 business day period commencing after SPARC has entered an agreement with a business combination counterparty and the SEC has declared effective a registration statement relating to the transaction.

The order approving the rule change can be found here: https://www.sec.gov/files/rules/sro/nyse/2026/34-105512.pdf. The full text of the rule change can be found here: https://www.sec.gov/files/rules/sro/nyse/2026/34-104816-ex5.pdf.

The Pershing Square SPARC Holdings, Ltd. registration statement can be found here: https://www.sec.gov/Archives/edgar/data/1895582/000119312523242561/d305814ds1a.htm

Additional Information

Investors can learn more about SPARC by reading SPARC’s Form 10-K for the fiscal year ended December 31, 2025 and other filings made with the Securities and Exchange Commission which can be found here: https://www.sec.gov/edgar/browse/?CIK=1895582.

No Offer or Solicitation

This communication is not a recommendation to buy, sell or exchange any securities, and it does not constitute an offer to sell or buy or the solicitation of an offer to buy or sell any securities. This communication is not a substitute for any registration statement, prospectus, tender or exchange offer document or other document that may be filed under applicable securities laws in connection with a future proposed business combination.

Forward-Looking Statement

This press release contains certain forward-looking statements within the meaning of the U.S. federal securities laws and other applicable securities laws, including statements relating to the effect of the NYSE listing rules change and SPARC’s future business strategy and performance. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “possible,” “potential,” “predict,” “may,” “might,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” “continue,” “could,” and similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this release. You should carefully consider these and the other risks and uncertainties described in SPARC’s registration statement on Form S-1 and other documents SPARC has filed with the Securities and Exchange Commission. Those filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Pershing Square and SPARC do not assume any obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither Pershing Square nor SPARC give any assurance that a future business combination transaction will be identified, executed and consummated or that Pershing Square or SPARC will otherwise achieve their expectations. The inclusion of any statement in this press release does not constitute an admission by Pershing Square, SPARC or any other person that the events or circumstances described in such statement are material.

For additional information visit www.PershingSquareSparcHoldings.com

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