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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) August 4, 2026
FUSEMACHINES
INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-42909 |
|
98-1602789 |
(State
or other jurisdiction of
incorporation
or organization) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
Number) |
200
West 41st Street, 21st Floor
New
York. New York 10036
(Address
of principal executive offices and zip code)
(347)
212-5075
(Registrant’s
telephone number, including area code)
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 |
|
FUSE |
|
Nasdaq
Stock Market LLC |
| Warrants
to purchase shares of Common Stock |
|
FUSEW |
|
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 ☒
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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
Christine Chambers, Chief Financial
Officer of Fusemachines Inc., a Delaware corporation (the “Company”) is departing from the Company, effective August 31,
2026 (the “Separation Date”) to pursue new opportunities. Ms. Chambers indicated to the Company that her separation was not
a result of any disagreement with the Company, the Company’s board of directors, or the Company’s management on any matter
relating to the Company’s operations, policies, or practices. The Company is commencing a search for a successor Chief Financial
Officer.
Sameer
Maskey, the Company’s Chief Executive Officer, will assume the
role of principal financial officer and principal accounting officer effective as of the Separation Date, on an interim basis until a
successor Chief Financial Officer is appointed. Biographical information for Mr. Maskey, age 47, can be found under the heading “Proposal
No. 1 Election of Directors—Continuing Directors” in the Company’s definitive proxy statement filed with the Securities
and Exchange Commission on April 27, 2026, and such disclosure is incorporated herein by reference.
| Exhibit Number |
|
Description |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline
XBRL document.) |
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
| Date: August 7, 2026 |
FUSEMACHINES INC. |
| |
|
|
| |
By: |
/s/ Sameer
Maskey |
| |
|
Sameer Maskey |
| |
|
Chief Executive Officer |