Knightscope expands at-the-market stock capacity

Rhea-AI Filing Summary

Knightscope, Inc. (KSCP) reported that on September 21, 2026 it filed a prospectus supplement to its effective Registration Statement on Form S-3 to increase the maximum number of shares of its Class A common stock issuable under its existing At The Market Offering Agreement with H.C. Wainwright & Co., LLC.

The company notes that this filing itself does not constitute an offer to sell or a solicitation to buy these shares, and that a legal opinion from Haynes and Boone, LLP relating to the shares is included as an exhibit.

Filing Explained

The September 21 filing expands the maximum Class A shares available under Knightscope’s existing ATM registration. It does not sell shares itself; later issuance under that capacity would increase the share count and reduce existing holders’ percentage ownership, while the filing gives no amount to size that potential dilution.

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, or exhibit attachments filed with this report.

Key Terms

prospectus supplement, Registration Statement on Form S-3, At The Market Offering Agreement, Inline XBRL

4 terms

prospectus supplement regulatory

"filed a prospectus supplement to the prospectus included in the Company’s Registration Statement"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

Registration Statement on Form S-3 regulatory

"included in the Company’s Registration Statement on Form S-3 (File No. 333-286404)"

A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.

At The Market Offering Agreement financial

"issuable pursuant to the At The Market Offering Agreement, dated February 1, 2023"

An at-the-market offering agreement is a contract that lets a company sell newly issued shares directly into the open market through a broker, at whatever price the stock is trading at that moment. For investors this matters because it can increase the number of shares available (which may dilute existing ownership) while providing a flexible, often faster way for the company to raise cash without fixing a price, similar to a vendor selling small batches at current market stalls rather than setting a single fixed price.

Inline XBRL technical

"Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

Offering Details

ATM

Offering

Offering Type ATM

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Knightscope (KSCP) announce regarding its equity offering program?

Knightscope filed a prospectus supplement on September 21, 2026 to increase the maximum number of Class A common shares issuable under its existing At The Market Offering Agreement with H.C. Wainwright & Co., LLC, updating its effective Form S-3 registration statement.

Which registration statement does Knightscope (KSCP) reference in this 8-K?

The company references its Registration Statement on Form S-3 (File No. 333-286404), which was declared effective by the SEC on April 11, 2025, and to which the new prospectus supplement relates.

Does this Knightscope (KSCP) filing itself offer or sell any shares?

No. Knightscope states that this report and the described prospectus supplement do not constitute an offer to sell or a solicitation of an offer to buy shares, nor any sale where such actions would be unlawful.

Which securities are covered by Knightscope’s updated ATM program?

The supplement relates to Knightscope’s Class A common stock, par value $0.001 per share, referred to as the “Shares,” issuable under the At The Market Offering Agreement with H.C. Wainwright & Co., LLC.

What legal opinion was included with Knightscope’s (KSCP) 8-K?

Knightscope filed an opinion of Haynes and Boone, LLP as Exhibit 5.1, with a related consent included in that exhibit as Exhibit 23.1, covering legal matters relating to the shares issuable under the updated ATM program.

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

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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): September 21, 2026

Knightscope, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-41248		46-2482575
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

305 North Mathilda Avenue

Sunnyvale, California 94085

(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (650) 924-1025

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 (see General Instruction A.2. below):

¨	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
Class A Common Stock, par value $0.001 per share		KSCP		Nasdaq Capital Market

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.

On September 21, 2026, Knightscope, Inc. (the “Company”) filed a prospectus supplement to the prospectus included in the Company’s Registration Statement on Form S-3 (File No. 333-286404), which was declared effective by the Securities and Exchange Commission on April 11, 2025, under the Securities Act of 1933, as amended, to increase the maximum number of shares of Class A common stock of the Company, $0.001 par value per share (the “Shares”), issuable pursuant to the At The Market Offering Agreement, dated February 1, 2023, between the Company and H.C. Wainwright & Co., LLC.

This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the Shares in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

A legal opinion relating to the Shares is filed herewith as Exhibit 5.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit		Description
5.1		Opinion of Haynes and Boone, LLP
23.1		Consent of Haynes and Boone, LLP (included in Exhibit 5.1)
104		Cover Page Interactive Data File - the cover page XBRL tags are 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.

	knightscope, INC.
Date: September 21, 2026	By:	/s/ William Santana Li
	Name:	William Santana Li
	Title:	Chairman, Chief Executive Officer and President

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-5.1 EXHIBIT 5.1 11.5 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.0 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB