ELWT underwriter partially exercises IPO over-allotment option

Rhea-AI Filing Summary

Elauwit Connection, Inc. (ELWT) reported that Craig-Hallum Capital Group LLC partially exercised its over-allotment option in connection with the company’s initial public offering. This type of option, often called a "greenshoe," allows the underwriter to buy additional shares following the IPO, typically when demand is strong enough to support more stock in the market. The company announced this development in a press release dated November 24, 2025, which is furnished as Exhibit 99.1 to this Form 8-K.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 24, 2025

ELAUWIT CONNECTION, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-42935	99-3101171
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1700 Alta Vista Drive, Suite 130, Columbia, South Carolina	29223
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (704) 558-3099

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of 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, par value $0.0001 per share	ELWT	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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

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 8.01 Other Events.

Elauwit Connection, Inc. (the “Company”) issued a press release on November 24, 2025 announcing the partial exercise of the over-allotment option by Craig-Hallum Capital Group LLC in connection with the Company’s initial public offering. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press release dated November 24, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized.

	ELAUWIT CONNECTION, INC.
Date: November 24, 2025	/s/ Barry Rubens
	Name:	Barry Rubens
	Title:	Chief Executive Officer

FAQ

What did Elauwit Connection, Inc. (ELWT) announce in this Form 8-K?

Elauwit Connection, Inc. announced that Craig-Hallum Capital Group LLC partially exercised its over-allotment option related to the company’s initial public offering, as disclosed in a press release furnished as Exhibit 99.1 dated November 24, 2025.

Who is Craig-Hallum Capital Group LLC in relation to ELWT’s IPO?

Craig-Hallum Capital Group LLC is the underwriter connected to Elauwit Connection, Inc.’s initial public offering and it partially exercised its over-allotment option in that offering.

How was the partial over-allotment option exercise by ELWT communicated to investors?

The partial exercise was communicated through a press release dated November 24, 2025, which Elauwit Connection, Inc. furnished as Exhibit 99.1 to this Form 8-K.

What type of security does Elauwit Connection, Inc. (ELWT) have listed on Nasdaq?

Elauwit Connection, Inc. has Common Stock, par value $0.0001 per share, listed on The Nasdaq Stock Market LLC under the trading symbol ELWT.

Is Elauwit Connection, Inc. classified as an emerging growth company?

Yes. Elauwit Connection, Inc. indicates that it is an emerging growth company under applicable SEC rules.

Who signed this Elauwit Connection, Inc. Form 8-K?

The Form 8-K was signed on behalf of Elauwit Connection, Inc. by Barry Rubens, Chief Executive Officer, dated November 24, 2025.