Every 8-K that Fusemachines Inc. (FUSE) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow FUSE and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FUSE filings page.
Nasdaq notified Fusemachines Inc. (FUSE) on September 24, 2026, that its securities were subject to delisting after the company remained out of compliance with the $50,000,000 minimum Market Value of Listed Securities requirement as of September 23, 2026. The company had 180 calendar days from the March 27, 2026 notice to regain compliance.
Fusemachines plans to timely request a hearing before the Nasdaq Hearings Panel. The request would stay further suspension or delisting action at least until the hearing and any extension granted by the Panel have expired. The company said there can be no assurance the Panel will grant continued listing or that it will regain compliance.
Fusemachines Inc. (FUSE) disclosed that on September 18, 2026 it received a Nasdaq notice that its common stock is not in compliance with the $1.00 minimum bid price requirement for continued listing on the Nasdaq Global Market, after trading below $1.00 for at least 30 consecutive business days.
The company has 180 calendar days from September 18, 2026, until March 17, 2027, to regain compliance, which will occur if the closing bid price is at or above $1.00 for at least 10 consecutive business days, potentially extended to 20 days at Nasdaq’s discretion. If compliance is not regained, Fusemachines may seek to transfer its listing to the Nasdaq Capital Market for an additional 180-day compliance period, subject to meeting other listing criteria. The company states it intends to monitor its share price and evaluate options to regain compliance.
Fusemachines Inc. (FUSE) entered into a Securities Purchase Agreement with certain vendors and service providers to convert outstanding obligations into equity. The company agreed to issue up to 2,138,935 shares of common stock at a per share price of $0.6103, in satisfaction of approximately $1.30 million of accrued and unpaid fees and other amounts owed to these counterparties. The price was based on the volume-weighted average price of the stock over the five trading days ending immediately before the closing date. No cash is being paid to the company; the consideration is the cancellation of the accrued fees. Fusemachines anticipates issuing the shares on or about September 14, 2026 under a private placement exemption, and has agreed to file a resale registration statement and use commercially reasonable efforts to have it declared effective within 90 days after closing.
Fusemachines Inc. (FUSE) announced that its Board appointed David R. Wells as Consulting Chief Financial Officer, Principal Financial Officer, and Principal Accounting Officer, effective August 30, 2026. Wells will serve in this role through a Services Agreement with Atlas Bookkeeping, LLC, where he is the owner.
Under the Services Agreement dated September 1, 2026, Fusemachines will pay Atlas a $14,500 monthly advisory fee for CFO services and a $10,000 one-time retainer. In addition, Wells (or an Atlas designee) will receive monthly grants of 10,000 restricted stock units under the 2025 Omnibus Equity Incentive Plan, each grant vesting in full on the grant date. Either party may terminate the agreement on notice, and it includes confidentiality, mutual non-solicitation, and a planned standard-form indemnification agreement for Wells.
Fusemachines Inc. entered into a strategic commercial relationship with Qintess Holding e Participações Ltda. centered on Fusemachines’ Agentic AI products and services. Under a three-year Master License and Services Agreement, Qintess committed to a minimum $6,500,000 of purchases of Fusemachines’ products and services (the Committed Services Spend). In connection with this spend commitment, a Strategic Share Issuance Agreement provides for Fusemachines to issue Qintess up to 1,250,000 shares of common stock in three tranches: 750,000 shares within 10 business days of effectiveness, 250,000 shares on the second anniversary if at least $4,500,000 has been purchased, and a further 250,000 shares on the third anniversary if the full $6,500,000 has been purchased, subject to Qintess’s continued compliance. The shares are being issued in a private placement relying on Section 4(a)(2) of the Securities Act and/or Rule 506(b), and Fusemachines agreed to enter into a Registration Rights Agreement and file a resale registration statement on Form S-1 (or other appropriate form) within 60 days of closing covering the Qintess shares.
Fusemachines Inc. announced that Chief Financial Officer Christine Chambers will depart effective August 31, 2026 to pursue new opportunities. She informed the company that her separation is not due to any disagreement with management, the board, or the company’s operations, policies, or practices.
The company has begun a search for a new Chief Financial Officer. Until a successor is appointed, Chief Executive Officer Sameer Maskey will serve on an interim basis as principal financial officer and principal accounting officer as of the separation date. Biographical information for Maskey, age 47, is incorporated by reference from a definitive proxy statement filed on April 27, 2026.
Fusemachines Inc. entered into a Securities Purchase Agreement with affiliates of Meteora Capital Partners for an Original Issue Discount Senior Unsecured Convertible Promissory Note with aggregate original principal of $2,500,000 and aggregate purchase price of $2,050,000, reflecting an 18% original issue discount. The zero-coupon Note matures on February 12, 2027, ranks senior in right of payment to existing and future indebtedness subject to permitted indebtedness, and is convertible at the holder’s option into common stock at a fixed $4.20 per share with no ratchets, resets or variable pricing.
Fusemachines also issued a Common Stock Purchase Warrant to purchase up to 2,050,000 common shares at a fixed exercise price of $4.20 per share, without pricing resets, ratchets or other floating-price mechanisms. The Note and Warrant together support a potential investment of up to $10.66 million, including up to approximately 595,238 shares issuable upon Note conversion and additional proceeds of up to $8.61 million if all warrants are exercised for cash. The securities were sold in a private placement relying on Section 4(a)(2) and Rule 506(b) to accredited investors, and Fusemachines agreed to file a registration statement to register for resale the shares underlying the Note and Warrant while investing in growth of its Agentic AI platform.
Fusemachines Inc. reported that on July 24, 2026 it received a notification from the Nasdaq Listing Qualifications Department that it is not in compliance with the continued listing requirement to maintain a minimum Market Value of Publicly Held Shares (MVPHS) of $15,000,000 for the Nasdaq Global Market under Nasdaq Listing Rule 5450(b)(2)(C). Nasdaq’s determination was based on the company’s MVPHS being below $15,000,000 for 30 consecutive business days from June 10, 2026 through July 23, 2026.
The notice has no immediate effect on the listing or trading of Fusemachines’ common stock, which will continue to trade on the Nasdaq Global Market under the symbol FUSE during the compliance period. Under Nasdaq Listing Rule 5810(c)(3)(D), the company has 180 calendar days, until January 20, 2027, to regain compliance, which would occur if its MVPHS closes at or above $15,000,000 for at least 10 consecutive business days. Fusemachines states it intends to actively evaluate and monitor its MVPHS and consider available options, including a possible transfer to the Nasdaq Capital Market, to address the continued listing requirements.
Fusemachines Inc. reported that Nasdaq has determined the company has regained compliance with Nasdaq Listing Rule 5450(b)(1)(C), which requires a minimum market value of publicly held shares of $15,000,000. This means Fusemachines’ common stock will continue to be listed on the Nasdaq Global Market.
The company also issued a press release describing its enterprise AI products and services business and reiterating its focus on AI-driven solutions and education initiatives. The update removes the immediate listing-compliance concern that had been pending with Nasdaq.
Fusemachines Inc. filed a current report to correct how insider share ownership is reported and to provide an updated ownership table. The company explains that prior Forms 4 for director Timothy Gocher mistakenly treated shares held by Dolma Impact Fund I as his beneficial holdings, even though he serves only as Dolma’s Chief Executive Officer and has no voting or dispositive power over those shares. Amended Forms 4 have now been filed to remove Dolma’s 2,677,293 shares from Mr. Gocher’s reported beneficial ownership.
The filing also presents an updated snapshot of major shareholders and management ownership based on 28,985,302 common shares outstanding as of July 1, 2026. Consilium-related funds and their managers collectively report beneficial ownership stakes of around 38–40% each, while founder and CEO Sameer Maskey holds just over 20%. All current directors and executive officers as a group hold about 23% of the company’s common stock.
Fusemachines Inc. held its 2026 Annual Meeting of Stockholders, where stockholders elected three Class I directors, approved an equity incentive plan amendment, and ratified the company’s auditor. Shares of common stock entitled to vote totaled 28,938,266, with 24,896,070 shares present in person or by proxy, representing about 86.0% of eligible shares and establishing a quorum.
Stockholders elected Bharat Krish, Tim Gocher, and Salman Alam as Class I directors. They also approved an amendment to the 2025 Omnibus Equity Incentive Plan to increase the maximum number of shares available to participants by 2,000,000 shares to a total of 3,500,000 shares. In addition, KNAV CPA LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
Fusemachines Inc. reported changes to its Board of Directors. Effective May 31, 2026, the Board appointed Dr. Julia Hirschberg as a Class II director, serving until the 2027 annual meeting or until a successor is elected and qualified. She also joins the Audit, Compensation, and Nominating and Corporate Governance Committees and becomes chair of the Compensation Committee.
In connection with her appointment, director Sanjay Shrestha resigned from the Board and its committees, with the company stating his resignation was not due to any disagreement on operations, policies, or practices. A related press release highlights Dr. Hirschberg’s extensive background in artificial intelligence research, industry leadership, and AI governance, which the company believes will support its enterprise AI strategy and responsible innovation efforts.
Fusemachines Inc. entered a controlled equity facility and plans to register up to 11,363,636 shares of common stock for resale by Roth Principal Investments. Under a new purchase agreement, Fusemachines may, at its sole discretion, sell up to $20,000,000 of stock over a period of up to 36 months through various intraday, pre-market, post-market and market-open purchases, each priced off VWAP with 3–5% discounts. Issuances are constrained by a Nasdaq Exchange Cap of 5,750,000 shares, equal to 19.99% of pre-deal shares, and a 4.99% beneficial ownership limit for Roth Principal Investments. The company will pay fees including a $20,000 structuring fee, a $300,000 cash commitment fee and legal and underwriter costs, and expects to use any net proceeds for working capital and general corporate purposes.
Fusemachines Inc. received a notice from Nasdaq that its securities failed to meet the required $50,000,000 Market Value of Listed Securities (MVLS) for the last 30 consecutive business days under Nasdaq Listing Rule 5450(b)(2)(A).
The company’s common stock will continue trading on the Nasdaq Global Market under the symbol FUSE during a 180‑day compliance period, ending on September 23, 2026. Fusemachines can regain compliance if its MVLS is at or above $50,000,000 for at least 10 consecutive business days, and it plans to monitor MVLS and consider options to meet this standard.
Fusemachines Inc. entered into an amendment to its existing Forward Purchase Agreement with Meteora-affiliated funds, changing how the deal’s “Termination Price” is set. Previously fixed at $12.00, this price will now reset on the first trading day of each week to the lower of $12.00 or the prior week’s volume-weighted average price, subject to a floor.
Shares and warrants issued under the agreement will be split into two equal tranches, one with a Reset Price Floor of $5.00 and another with a floor of $2.50. In a related warrant amendment, the exercise price on the Meteora shortfall common stock purchase warrant was reduced from $12.00 per share to $10.00 per share.
Fusemachines Inc. reported that Nasdaq has notified the company it is out of compliance with the Nasdaq Global Market rule requiring a minimum Market Value of Publicly Held Shares of $15,000,000. Nasdaq found that Fusemachines’ public float value was below this threshold for 30 consecutive business days from November 6, 2025 through January 14, 2026.
The notice does not immediately affect the listing or trading of Fusemachines’ common stock, which will continue to trade on the Nasdaq Global Market under the symbol FUSE. The company has 180 calendar days, until July 14, 2026, to regain compliance, which would occur if its public float closes at or above $15,000,000 for at least 10 consecutive business days. Fusemachines says it intends to actively monitor its market value and evaluate options to regain compliance.
Fusemachines Inc. reported that its Chief Executive Officer, Dr. Sameer Maskey, participated in an interview on social media platform X (formerly Twitter) on December 17, 2025. The company is sharing a transcript of this interview, along with a press release and a CEO letter that summarize key milestones achieved in 2025 and outline initiatives planned for 2026. These materials are being provided as exhibits for informational purposes under a Regulation FD disclosure and are not treated as formally filed financial statements or incorporated into other regulatory reports unless specifically referenced.
Fusemachines Inc. engaged KNAV CPA LLP as its independent public accounting firm to audit the company’s consolidated financial statements for the year ending December 31, 2025. The Audit Committee of the Board of Directors unanimously approved this engagement, and the company states it did not consult KNAV in prior years on specific accounting questions or potential audit opinions, nor were there disagreements or reportable events, other than previously disclosed material weaknesses described in a filing with the SEC on October 29, 2025, as amended November 28, 2025.
The filing explains that Fusemachines recently completed a business combination involving CSLM Acquisition Corp. and CSLM Holdings, Inc., after which the combined entity adopted the name Fusemachines Inc. KNAV had already served as the independent auditor for Old Fusemachines for the years ended December 31, 2024 and 2023, and its reports included an explanatory paragraph expressing substantial doubt about the company’s ability to continue as a going concern. Prior to the business combination, CSLM’s historical financial statements were audited by BDO USA, P.C., which was not engaged as auditor after the domestication.
Fusemachines Inc. (FUSE) filed an amended Form 8-K to update a prior report from October 23, 2025 by adding detailed financial information related to its business combination with Legacy Fusemachines. The amendment attaches unaudited condensed consolidated financial statements of Legacy Fusemachines as of September 30, 2025 and for the three- and nine-month periods ended September 30, 2025 and 2024, along with related notes, as Exhibit 99.1.
The filing also adds Management’s Discussion and Analysis for Legacy Fusemachines for the same periods as Exhibit 99.2 and unaudited pro forma condensed combined financial information for the combined company as of September 30, 2025, for the nine months ended September 30, 2025, and for the year ended December 31, 2024 as Exhibit 99.3. The rest of the original report remains unchanged, but investors now have more comprehensive historical and pro forma financial data on the post‑merger company.