SEALSQ (NASDAQ: LAES) eyes $200M stake in quantum firm Quobly

Rhea-AI Filing Summary

SEALSQ Corp has entered into a non-binding memorandum of understanding to negotiate exclusively with the shareholders of Quobly SAS, a French technology company developing silicon-based quantum computers, for a potential multi-stage investment. The structure envisions SEALSQ first making a minority investment and then potentially acquiring a majority interest, under which SEALSQ would have invested approximately $200 million if a majority stake is ultimately acquired.

The potential transaction is subject to definitive agreements, due diligence, and required corporate and regulatory approvals, so there is no assurance it will close. SEALSQ also states that the information in this report is incorporated by reference into its existing Form F-3 and Form S-8 registration statements and related prospectuses.

Insights

Cross-border M&A and technology strategy analyst

SEALSQ is exploring a sizable, staged entry into silicon-based quantum computing via Quobly.

SEALSQ has signed a non-binding memorandum of understanding for exclusive negotiations with the shareholders of Quobly SAS, a French company working on silicon-based quantum computers. The contemplated structure starts with a minority investment and could lead to a majority stake, with SEALSQ having invested about $200M if it reaches majority ownership.

The non-binding status, along with conditions such as definitive agreements, financial, legal, technical and commercial due diligence, and corporate and regulatory approvals, means completion remains uncertain. The staged design suggests SEALSQ would initially gain exposure to Quobly’s technology and market while retaining flexibility before committing the full amount.

The information is also incorporated by reference into SEALSQ’s Form F-3 and Form S-8 registration statements, linking this potential transaction to its broader capital markets framework. Actual impact will depend on whether the parties reach binding agreements and secure the required approvals described for the potential transaction.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 under the

Securities Exchange Act of 1934

For the month of January 2026

Commission File Number: 001-41709

SEALSQ CORP

(Exact Name of Registrant as Specified in Charter)

N/A

(Translation of Registrant’s name into English)

British Virgin Islands	Avenue Louis-Casaï 58 1216 Cointrin, Switzerland	Not Applicable
(State or other jurisdiction of incorporation or organization)	(Address of principal executive office)	(I.R.S. Employer Identification No.)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

☒ Form 20-F         ☐ Form 40-F

On January 14, 2026, SEALSQ Corp ("SEALSQ") announced that it entered into a non-binding memorandum of understanding for the exclusive negotiations with the shareholders of Quobly SAS, a leading French technology company pioneering the development of silicon-based quantum computers (“QUOBLY”), for a potential multi-stage investment in QUOBLY. The proposed transaction is structured such that SEALSQ would make an initial minority investment in QUOBLY and then potentially acquire a majority interest. If the proposed transaction is completed and SEALSQ acquires a majority interest, SEALSQ will have invested approximately $200M. The proposed transaction remains subject to the negotiation and execution of definitive agreements, completion of financial, legal, technical and commercial due diligence, receipt of required corporate and regulatory approvals, and the satisfaction of other customary closing conditions.

Forward-Looking Statements

This Current Report on Form 6-K expressly or implicitly contains certain forward-looking statements concerning SEALSQ Corp and its businesses. Forward-looking statements include statements regarding our business strategy, financial performance, results of operations, market data, events or developments that we expect or anticipate will occur in the future, as well as any other statements which are not historical facts. Although we believe that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates which are inherently subject to significant uncertainties and contingencies, many of which are beyond our control. Actual results may differ materially from those expressed or implied by such forward-looking statements. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the timing of the launch of key products; SEALSQ's ability to continue beneficial transactions with material parties, including a limited number of significant customers; market demand and semiconductor industry conditions; and the risks discussed in SEALSQ's filings with the SEC. Risks and uncertainties are further described in reports filed by SEALSQ with the SEC. SEALSQ Corp is providing this Current Report on Form 6-K as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.

The information contained in this Report on Form 6-K is hereby incorporated by reference into the registration statement on Form F-3 of the Company (File No. 333-290963), as amended, and the registration statement on Form S-8 of the Company (File No. 333-287139), and into the base prospectus and any prospectus supplement outstanding under each of the foregoing registration statements, to the extent not superseded by documents or reports subsequently filed or furnished by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

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, thereunto duly authorized.

Date: January 14, 2026	SEALSQ CORP
	By:	/s/ Carlos Moreira
		Name:	Carlos Moreira
		Title:	Chief Executive Officer
	By:	/s/ John O’Hara
		Name:	John O’Hara
		Title:	Chief Financial Officer

FAQ

What transaction did SEALSQ Corp (LAES) disclose in this Form 6-K?

SEALSQ Corp disclosed that it entered into a non-binding memorandum of understanding for exclusive negotiations with the shareholders of Quobly SAS, a French company developing silicon-based quantum computers, for a potential multi-stage investment.

How much does SEALSQ Corp (LAES) plan to invest in Quobly if it acquires a majority stake?

If the proposed transaction is completed and SEALSQ acquires a majority interest in Quobly SAS, SEALSQ states it will have invested approximately $200 million in Quobly.

Is SEALSQ’s proposed investment in Quobly binding at this stage?

No. SEALSQ describes the memorandum of understanding with Quobly’s shareholders as non-binding and subject to the negotiation and execution of definitive agreements and other conditions.

What conditions must be satisfied before SEALSQ’s investment in Quobly can be completed?

The potential transaction is subject to negotiation and execution of definitive agreements, completion of financial, legal, technical and commercial due diligence, receipt of required corporate and regulatory approvals, and satisfaction of other customary closing conditions.

How is this SEALSQ (LAES) Form 6-K related to the company’s existing registration statements?

SEALSQ states that the information in this Form 6-K is incorporated by reference into its registration statement on Form F-3 (File No. 333-290963) and its registration statement on Form S-8 (File No. 333-287139), including the related base prospectuses and any prospectus supplements, to the extent not superseded by later filings.

What forward-looking statement cautions does SEALSQ Corp include in this disclosure?

SEALSQ notes that the report contains forward-looking statements about its strategy and potential transactions, warns that actual results may differ materially due to various risks and uncertainties, and refers to risks discussed in its SEC filings, while stating it does not undertake to update these statements.