Agroz signs $10M Robotics AI development deal

Agroz Inc. reports that its operating subsidiary, Agroz Group Sdn.

Rhea-AI Filing Summary

Agroz Inc. reports that its operating subsidiary, Agroz Group Sdn. Bhd., entered into a Robotic Development Agreement with Braiven Sdn Bhd to design, develop, and implement a comprehensive Robotics AI platform for building and managing intelligent robotic systems.

The Software development carries total consideration of $10,000,000, payable in stages tied to defined milestones from project mobilization through final delivery and acceptance. On March 25, 2026, the parties agreed that the $2,000,000 payment for phase 1 completion (Milestone #2) will be settled in 4,000,000 Ordinary Shares of Agroz Inc., which the developer has assigned to various individuals. The agreement allows termination on 45 days’ written notice if a material breach is not cured.

Insights

Equity & Technology Agreements Analyst

Agroz commits $10M to Robotics AI, partly paid in shares.

Agroz Inc. is funding a Robotics AI platform through a $10,000,000 development agreement with Braiven Sdn Bhd, structured around phased milestones. This ties cash outflows to concrete deliverables such as phase completions, user acceptance testing, and final delivery.

For Milestone #2, the company will issue $2,000,000 in value via 4,000,000 Ordinary Shares instead of cash, shifting part of the cost into equity. Actual dilution depends on existing share count, which is not referenced here. Termination rights with a 45-day cure period help manage performance and counterparty risk.

Key Figures

Total development consideration: $10,000,000 Milestone #2 value: $2,000,000 Equity issued for Milestone #2: 4,000,000 Ordinary Shares +5 more

8 metrics

Total development consideration $10,000,000 Robotic Development Agreement for Robotics AI platform

Milestone #2 value $2,000,000 Phase 1 completion payment under Exhibit A milestones

Equity issued for Milestone #2 4,000,000 Ordinary Shares Settlement of $2,000,000 Milestone #2 consideration

Mobilization milestone percentage 10% of consideration Payable upon mobilization of the Software

Phase 2 milestone percentage 30% of consideration Payable upon completion of phase 2 development

UAT milestone percentage 20% of consideration Payable upon User Acceptance Testing

Final delivery milestone percentage 20% of consideration Payable upon final delivery and acceptance

Termination notice period 45 days Notice period for uncured material breach

Key Terms

Robotic Development Agreement, Robotics AI platform, User Acceptance Testing, Ordinary Shares, +1 more

5 terms

Robotic Development Agreement financial

"entered into the Robotic Development Agreement (“Robotic Development Agreement”) with Braiven Sdn Bhd"

Robotics AI platform technical

"for the design, development, and implementation of a comprehensive Robotics AI platform"

User Acceptance Testing technical

"20% of the Consideration invoiced upon User Acceptance Testing"

Ordinary Shares financial

"paid in the form of 4,000,000 Ordinary Shares of the Company"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

foreign private issuer regulatory

"REPORT OF FOREIGN PRIVATE ISSUER PURSUANT RULE 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is Agroz Inc. (AGRZ) disclosing in this Form 6-K?

Agroz Inc. is disclosing a Robotic Development Agreement for a Robotics AI platform, totaling $10,000,000 in consideration. It also details that the $2,000,000 Milestone #2 payment will be made in 4,000,000 Ordinary Shares instead of cash.

How much is Agroz Inc. (AGRZ) paying under the Robotic Development Agreement?

Agroz Inc.’s subsidiary agreed to pay $10,000,000 for design, development, and implementation of a Robotics AI platform. Payments are milestone-based, covering mobilization, phased development, user acceptance testing, and final delivery, aligning spending with progress on the Software’s development stages.

How will Milestone #2 be settled under the Agroz (AGRZ) agreement?

The $2,000,000 consideration for Milestone #2 will be paid in 4,000,000 Agroz Inc. Ordinary Shares. This converts part of the development cost into equity rather than cash, and the developer has assigned the right to receive these shares to various individuals.

What is the purpose of the Robotics AI platform for Agroz Inc. (AGRZ)?

The Robotics AI platform is intended to support creation, development, and management of intelligent robotic systems. It is envisioned to let users build custom robotic applications across different industries and use cases, expanding potential applications of Agroz Group’s robotics capabilities.

Can the Robotic Development Agreement be terminated by Agroz Inc. (AGRZ)?

Yes. Either party may terminate the agreement with 45 days’ written notice if the other party breaches any material responsibilities and fails to rectify the breach within that notice period, providing a contractual mechanism to address significant performance issues.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/16/2026 - 08:54 AM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2026

Commission File Number 001-42885

Agroz Inc.

(Translation of registrant’s name into English)

No. 2, Lorong Teknologi 3/4A, Taman Sains Selangor, Kota Damansara,

47810 Petaling Jaya, Selangor, Malaysia

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or  Form 40-F.

Form 20-F ☒     Form 40-F ☐

Robotic Development Agreement

On January 2, 2026, Agroz Group Sdn. Bhd. (“Agroz Group”), a Malaysian private limited company and the operating subsidiary of Agroz Inc. (the “Company”), entered into the Robotic Development Agreement (“Robotic Development Agreement”) with Braiven Sdn Bhd (“Developer”). Under the Robotic Development Agreement, Agroz Group engaged the Developer for the design, development, and implementation of a comprehensive Robotics AI platform to facilitate the creation, development, and management of intelligent robotic systems (“Software”). The platform is envisioned to empower users to build custom robotic applications across various industries and use cases. Development of the Software will undergo various phases, as more fully set forth in the Robotic Developmetn Agreement. The consideration (“Consideration”) Agroz Group agreed to pay for the Software is ten million dollars ($10,000,000), which invoicing for the consideration will be made according to the following milestones: (i) 10% of the Consideration invoiced upon mobilization of the Software; (ii) 20% of the Consideration invoiced upon completion of phase 1 of the Software development (“Milestone # 2), as more fully set forth in Exhibit A of the Robotic Development Agreement (“Exhibit A”); (iii) 30% of the Consideration invoiced upon completion of phase 2 of the Software development, as more fully set forth in Exhibit A; (iv) 20% of the Consideration invoiced upon User Acceptance Testing; and (v) 20% of the Consideration invoiced upon final delivery and acceptance of the Software. The Robotic Development Agreement may be terminated by either party upon 45 days’ written notice if the other party breaches any material responsibilities and fails to rectify such breach within the notice period.

Payment for Milestone # 2

On March 25, 2026, Agroz Group and the Developer agreed to a payment plan in which the consideration ($2,000,000) for Milestone # 2 will be paid in the form of 4,000,000 Ordinary Shares of the Company, par value $0.0001 per share (“Consideration Shares”). The Developer subsequently assigned its right and entitlement to receive the Consideration Shares to various individuals.

The foregoing summary of the Robotic Development Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Robotic Development Agreement, a copy of which is filed as Exhibit 10.1 to this Form 6-K and is incorporated herein by reference.

1

SUBMITTED HEREWITH

EXHIBIT

10.1+ Robotic Development Agreement between Agroz Group Sdn. Bhd. and Braiven Sdn Bhd.

+ Portions of this exhibit have been redacted.

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Agroz Inc.

/s/ Gerard Kim Meng Lim

Gerard Kim Meng Lim, Chief Executive Officer

Date:  April 16, 2026

3

Filing Exhibits & Attachments

1 document

Agreements & Contracts

• EX-10.1 ROBOTIC DEVELOPMENT AGREEMENT BETWEEN AGROZ GROUP SDN. BHD. AND BRAIVEN SDN BHD 33.5 KB