Does T3 Defense Inc. (DFNS) report any related-party transactions with Roy Cohen?

The company states there were no transactions in the last two years, nor any proposed transactions, in which T3 Defense was or is to be a party and in which Roy Cohen had or is to have a direct or indirect material interest, indicating no disclosed related-party dealings.

Roy Cohen appointed CFO at T3 Defense (NASDAQ: DFNS)

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

T3 Defense Inc. appointed Roy Cohen as its new Chief Financial Officer, effective June 1, 2026, to serve at the Board’s discretion until a successor is appointed and qualified. Cohen has more than 25 years of financial leadership experience across global public and private companies, including senior roles at NASDAQ-listed businesses and responsibility for consolidated US GAAP reporting and Sarbanes-Oxley compliance.

He will receive monthly compensation of NIS 55,000 through September 2026, rising to NIS 65,000 per month thereafter. The company states he has no relevant related-party transactions, no recent bankruptcy affiliations, and no familial ties to its directors or executive officers.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

Common stock par value: $0.0001 per share Warrant exercise price: $92.00 per share CFO monthly pay to Sept 2026: NIS 55,000 per month +2 more

5 metrics

Common stock par value $0.0001 per share Par value of T3 Defense common stock

Warrant exercise price $92.00 per share Exercise price for DFNSW warrants

CFO monthly pay to Sept 2026 NIS 55,000 per month Roy Cohen compensation until September 2026

CFO monthly pay after Sept 2026 NIS 65,000 per month Roy Cohen compensation from October 2026 onward

Prior company revenue scale Over $1 billion annually Annual revenue at Orbotech Ltd. where Cohen was Global Chief Controller

Key Terms

Emerging growth company, Chief Financial Officer, US GAAP reporting standards, Sarbanes-Oxley (SOX) compliance, +1 more

5 terms

Emerging growth company regulatory

"Securities registered pursuant to Section 12(b) of the Act ... Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Chief Financial Officer financial

"appointed Roy Cohen as the Chief Financial Officer, to serve at the discretion"

A Chief Financial Officer (CFO) is the person in charge of a company's money and financial planning. They decide how to spend, save, and invest funds to help the company grow and stay stable. Their role is important because good financial decisions keep the company healthy and successful.

US GAAP reporting standards financial

"extensive experience with NASDAQ-listed companies and US GAAP reporting standards"

Sarbanes-Oxley (SOX) compliance regulatory

"oversaw the company’s global Sarbanes-Oxley (SOX) compliance and internal control frameworks"

internal control frameworks financial

"oversaw the company’s global Sarbanes-Oxley (SOX) compliance and internal control frameworks"

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Understanding 8-K Material Events →

Available on EDGAR 06/11/2026 - 12:56 PM Accepted by SEC EDGAR 06/11/2026 - 12:55 PM

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 11, 2026

T3 DEFENSE INC.
(Exact name of registrant as specified in its charter)

Delaware		001-39341		38-3912845
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(IRS Employer Identification Number)

575 Fifth Avenue, 14^th Floor

New York, New York 10017

(Address of principal executive offices)

212-791-4663

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.0001 par value per share	DFNS	The Nasdaq Stock Market LLC

Warrants, each warrant exercisable for one Share of Common Stock for $92.00 per share	DFNSW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On June 11, 2026, the Board of Directors (the “Board”) of T3 Defense Inc., a Delaware corporation (the “Company”), appointed Roy Cohen as the Chief Financial Officer, to serve at the discretion of the Board, until his successor is duly appointed and qualified, with such appointment being effective as of June 1, 2026.

Mr. Cohen brings over 25 years of extensive financial leadership in global public and private organizations. From 2023 to the present, Mr. Cohen served as a Senior Financial Consultant, advising boards and executive management on financial infrastructure and corporate governance. Previously, he served as Chief Financial Officer of Pangaya Ltd. from 2022 to 2023, and as VP Finance and Chief Controller of Cintec Media Ltd. from 2020 to 2022. Notably, Mr. Cohen has extensive experience with NASDAQ-listed companies and US GAAP reporting standards. He served as the Global Chief Controller at Orbotech Ltd. (NASDAQ: ORBK), a global technology leader with over $1 billion in annual revenue. In this capacity, he was responsible for consolidated financial reporting under US GAAP and oversaw the company’s global Sarbanes-Oxley (SOX) compliance and internal control frameworks. Mr. Cohen is a Certified Public Accountant and holds a B.A. in Business Administration (Accounting and Finance) from the College of Management Academic Studies.

Mr. Cohen will receive NIS 55,000 per month until September 2026, at which time he will receive NIS 65,000 per month thereafter.

Mr. Cohen is not a director in any other reporting company. He has not been affiliated with any company that has filed for bankruptcy within the last ten years, nor does he have any familial relationships with any of the previous directors or executive officers of the Company. There were no transactions during the last two years, or any proposed transactions, to which the Company was or is to be a party, or in which Mr. Cohen had or is to have a direct or indirect material interest.

- 1 -

SIGNATURE

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 hereunto duly authorized.

	T3 DEFENSE INC.

Date: June 11, 2026	By:	/s/ Menachem Shalom
	Name:	Menachem Shalom
	Title:	Chief Executive Officer

- 2 -

Source: View Original Filing on SEC EDGAR

FAQ

What did T3 Defense Inc. (DFNS) announce in this 8-K filing?

T3 Defense Inc. announced the appointment of Roy Cohen as Chief Financial Officer, effective June 1, 2026. The filing outlines his extensive financial leadership background, compensation terms in NIS, and confirms there are no related-party transactions or familial relationships with existing directors or officers.

Who is Roy Cohen, the new CFO of T3 Defense Inc. (DFNS)?

Roy Cohen is a seasoned finance executive with over 25 years of leadership experience. He has served as CFO and senior controller at multiple companies, including NASDAQ-listed Orbotech Ltd., overseeing US GAAP reporting, Sarbanes-Oxley compliance, and global internal control frameworks for a business with over $1 billion in revenue.

What compensation will T3 Defense (DFNS) pay its new CFO Roy Cohen?

Roy Cohen will receive monthly compensation of NIS 55,000 until September 2026, then NIS 65,000 per month thereafter. These amounts reflect his role as Chief Financial Officer and are detailed in the filing as his primary cash compensation for serving in this executive position.

What stock and warrants does T3 Defense (DFNS) list on Nasdaq?

T3 Defense lists its common stock with a par value of $0.0001 per share under the symbol DFNS on Nasdaq. It also lists warrants under DFNSW, with each warrant exercisable for one share of common stock at an exercise price of $92.00 per share.

Does the new CFO of T3 Defense (DFNS) have any bankruptcy or family ties issues?

The filing notes Roy Cohen has not been affiliated with any company that filed for bankruptcy in the last ten years. It also states he has no familial relationships with previous directors or executive officers of T3 Defense, addressing common governance and independence considerations.

Filing Exhibits & Attachments

4 documents