STOCK TITAN

X S.E. Security takes 16.67% stake in T3 Defense Inc. (DFNS)

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D

Rhea-AI Filing Summary

X S.E. Security and Defense Ltd. and Elad Shohat report beneficial ownership of 168,479 shares of T3 Defense Inc. common stock, representing 16.67% of the outstanding shares. They hold sole voting and dispositive power over these shares.

The shares were issued in exchange for 60 ordinary shares of Project 35 Ltd. (60% of its equity), a $1,250,000 promissory note from T3 Defense, and T3 Defense’s assumption of a $2,500,000 investment undertaking toward Project 35 Ltd. Total T3 Defense common stock outstanding was 1,010,495 shares as of July 6, 2026, reflecting a 1:125 reverse split effective July 20, 2026.

The investors describe their position as for investment purposes, may discuss additional equity transactions involving another asset they hold, and may buy or sell shares or engage with T3 Defense’s management and board on business, strategy, or governance.

Positive

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Negative

  • None.
Beneficial ownership 168,479 shares Shares of T3 Defense common stock beneficially owned by the reporting persons
Ownership percentage 16.67 % Percentage of T3 Defense common stock represented by 168,479 shares
Shares outstanding 1,010,495 shares T3 Defense common stock issued and outstanding as of July 6, 2026
Reverse split ratio 1:125 Reverse split of T3 Defense common stock effective July 20, 2026
Promissory note principal $1,250,000 Note issued by T3 Defense to X S.E. Security and Defense Ltd.
Investment undertaking assumed $2,500,000 T3 Defense assumption of X Security’s investment undertaking toward Project 35 Ltd.
Project 35 shares transferred 60 shares (60%) Ordinary shares of Project 35 Ltd., representing 60% of its equity, transferred as consideration
beneficially own financial
"The Reporting Persons may be deemed to beneficially own an aggregate of 168,479 shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
sole voting power financial
"The Reporting Persons have sole voting and dispositive power with respect to 168,479 shares"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
dispositive power financial
"sole voting and dispositive power with respect to 168,479 shares of Common Stock"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
reverse split financial
"reflecting the 1:125 reverse split effectuated by the Issuer on July 20, 2026"
A reverse split is when a company reduces the number of its outstanding shares by combining several existing shares into one new share, so the price per share rises proportionally while the company’s overall value stays the same. Investors care because it can make a stock appear more respectable or meet exchange rules — like turning many small coins into a single larger bill — but it can also signal financial trouble and often affects trading liquidity and investor perception.
promissory note financial
"a promissory note issued by the Issuer in the principal amount of $1,250,000"
A promissory note is a written IOU in which one party promises to pay a specific sum, often with interest, to another party by a set date or on demand. Investors care because it functions like a loan: it creates a legal claim on future cash flows, carries credit and timing risk, and can affect valuation or liquidity—think of it as a formal, tradable promise to be repaid that can be assessed like any other debt investment.
Stock Purchase Agreement financial
"Stock Purchase Agreement, dated July 6, 2026, between the Issuer and X Security"
A stock purchase agreement is a legal contract that sets the terms for buying or selling shares, specifying the price, number of shares, how payment is made, and any conditions or promises each side must meet. It matters to investors because it defines who owns what, when ownership changes, and what protections or obligations attach to the deal—think of it as a detailed receipt plus the house rules that determine the financial risks and benefits of the transaction.

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

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FAQ

What ownership stake in DFNS does X S.E. Security and Defense Ltd. report?

X S.E. Security and Defense Ltd. and Elad Shohat beneficially own 168,479 T3 Defense (DFNS) common shares, or 16.67% of the company. They report sole voting and sole dispositive power over these shares, with no shared voting or dispositive authority.

How many DFNS shares are outstanding and what reverse split is referenced?

T3 Defense had 1,010,495 common shares outstanding as of July 6, 2026. This figure reflects a 1:125 reverse split of the common stock that T3 Defense effectuated on July 20, 2026, which significantly reduced the share count.

What consideration did DFNS provide for the Project 35 Ltd. acquisition?

T3 Defense issued shares to X S.E. Security and Defense Ltd. for 60 Project 35 Ltd. shares, a $1,250,000 promissory note, and assumption of a $2,500,000 investment undertaking. The 60 Project 35 shares represent 60% of that company’s issued and outstanding share capital.

What is the investment purpose described by the DFNS reporting persons?

The reporting persons state they acquired DFNS common stock for investment purposes. They may buy additional shares, sell some or all holdings, or engage with management and the board on T3 Defense’s business, operations, strategy, or governance, depending on prevailing conditions and share price.

Are further equity transactions involving DFNS and the reporting persons being discussed?

The reporting persons disclose ongoing discussions with T3 Defense about acquiring an equity interest in another asset they hold. Proposed consideration for that potential transaction would include additional T3 Defense common shares, but no definitive plan or agreement is described.





67054R203

(CUSIP Number)
Elad Shohat
X S.E. Security and Defense Ltd., 4 HaGavish St.
Netanya, L3, 62745
972-54-218-0918

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
07/06/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
The percentage is calculated based on 1,010,495 shares of common stock issued and outstanding as of July 6, 2026, reflecting the 1:125 reverse split effectuated by the Issuer on July 20, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
The percentage is calculated based on 1,010,495 shares of common stock issued and outstanding as of July 6, 2026, reflecting the 1:125 reverse split effectuated by the Issuer on July 20, 2026.


SCHEDULE 13D


X S.E. Security and Defense Ltd.
Signature:/s/ Elad Shohat
Name/Title:Elad Shohat/President
Date:07/24/2026
Elad Shohat
Signature:/s/ Elad Shohat
Name/Title:Elad Shohat
Date:07/24/2026