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 April 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:
x Form 20-F ¨
Form 40-F
This Report of Foreign Private
Issuer on Form 6-K is hereby incorporated by reference into the registration statement on Form F-3ASR of the Company (File
No. 333-290963) 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and any prospectus supplement outstanding under each of the foregoing registration statements, to the extent not superseded by documents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.
| Exhibit |
|
|
| No. |
|
Description |
| |
|
|
| 99.1 |
|
Press Release of SEALSQ Corp issued on April 17, 2026 |
| 99.2 |
|
Notice of 2026 Annual General Meeting of Shareholders, dated April 14, 2026 |
| 99.3 |
|
Form of Proxy Card of Annual General Meeting of Shareholders |
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: April 21, 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 |
Exhibit 99.1
SEALSQ Announces
Agenda of its 2026 Annual General Meeting of Shareholders
Geneva, Switzerland
– April 17, 2026: SEALSQ Corp (“SEALSQ” or “the Company”) (NASDAQ: LAES), a company that focuses on developing
and selling Semiconductors, PKI, and Post-Quantum technology hardware and software products, is pleased to announce that its 2025 Annual
General Meeting (“AGM”) of Shareholders will be held on May 7, 2026, at 09:00 a.m. Eastern Standard Time. The meeting will
take place in person at WeWork Office Space, Wynwood Garage, 360 NW 27th St, Miami, FL 33127.
The SEALSQ Board
of Directors recommends that shareholders approve the re-election of the current seven board members (five of whom will be non-executive
directors), each for a one-year term extending until the conclusion of the 2027 AGM:
| 1. | Ruma
Bose (non-executive) |
| 2. | Cristina
Dolan (non-executive) |
| 3. | David
Fergusson (non-executive) |
| 4. | Joao
Carlos Creus Moreira (executive) |
| 5. | John
O’Hara (executive) |
| 6. | Eric
Pellaton (non-executive) |
| 7. | Peter
Ward (non-executive) |
The Company believes
that the re-election of these board members will continue to provide strong leadership and guidance to drive the Company's future success.
At the AGM, the
Board of Directors will provide shareholders with a comprehensive overview of SEALSQ’s recent financial and operational performance,
including key financial metrics and strategic initiatives. Additionally, the Board of Directors will outline the outlook of the Company,
discussing growth prospects, market trends, and strategic objectives to ensure sustained value creation for shareholders.
Shareholders as
of April 13, 2026 (“the Record Date”) will be entitled to attend and vote either in-person at the AGM, or by giving electronic
or written voting instructions to their independent voting rights representative. Further details about the AGM, including proxy materials,
voting instructions and reply card, will be provided to shareholders listed in the share register as having voting rights as of the Record
Date. With this card, shareholders may appoint a proxy or vote at the AGM.
About
SEALSQ:
SEALSQ is a leading
innovator in Post-Quantum Technology hardware and software solutions. Our technology seamlessly integrates Semiconductors, PKI (Public
Key Infrastructure), and Provisioning Services, with a strategic emphasis on developing state-of-the-art Quantum Resistant Cryptography
and Semiconductors designed to address the urgent security challenges posed by quantum computing. As quantum computers advance, traditional
cryptographic methods like RSA and Elliptic Curve Cryptography (ECC) are increasingly vulnerable.
SEALSQ is pioneering
the development of Post-Quantum Semiconductors that provide robust, future-proof protection for sensitive data across a wide range of
applications, including Multi-Factor Authentication tokens, Smart Energy, Medical and Healthcare Systems, Defense, IT Network Infrastructure,
Automotive, and Industrial Automation and Control Systems. By embedding Post-Quantum Cryptography into our semiconductor solutions, SEALSQ
ensures that organizations stay protected against quantum threats. Our products are engineered to safeguard critical systems, enhancing
resilience and security across diverse industries.
For more information
on our Post-Quantum Semiconductors and security solutions, please visit www.sealsq.com.
Forward-Looking
Statements
This
communication 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 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 communication 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.
SEALSQ Corp.
Carlos Moreira
Chairman & CEO
Tel: +41 22 594 3000
info@sealsq.com |
SEALSQ Investor Relations (US)
The Equity Group Inc.
Lena Cati
Tel: +1 212 836-9611
lcati@equityny.com |
Exhibit 99.2
SEALSQ CORP. (“Company”)
(Incorporated in the British Virgin Islands)
Avenue Louis-Casaï
58
1216 Cointrin, Switzerland
(Address
of principal executive offices)
NOTICE OF THE 2026
ANNUAL GENERAL MEETING OF SHAREHOLDERS
April 14, 2026
NOTICE IS HEREBY GIVEN THAT the
annual general meeting (the “Meeting”) of the shareholders of the Company will be held on May 7, 2026, at 09:00 a.m.
(Eastern Standard Time), at WeWork Office Space, Wynwood Garage, 360 NW 27th St, Miami, FL 33127. We hope you will be able to attend the
Meeting.
AGENDA
At our Meeting, our shareholders will be asked:
Proposal 1: to re-elect
the following seven nominees to the Company’s board of directors, each to hold office until the next annual general meeting of shareholders,
or until their earlier death, resignation, or removal:
| 4. | Joao Carlos Creus Moreira |
The Company’s management knows of no business
that will be presented for consideration at the Meeting other than that stated in this Notice of Annual General Meeting.
Only shareholders of record in the books of the
Company at the close of business on April 13, 2026, will be entitled to attend and vote at the Meeting, or any adjournment that may take
place.
A shareholder entitled to attend and vote at the
Meeting is entitled to appoint a proxy to attend and vote in their place. A proxy need not be a shareholder of the Company. A form of
proxy is enclosed.
Shareholders are requested to complete, date,
sign, and return the enclosed proxy form to reach the Company as promptly as possible but no later than four business days before the
time for holding the Meeting or adjourned Meeting at which the proxy is to be used. The giving of such proxy will not affect your right
to vote in person should you decide to attend the Meeting or adjourned meeting.
Shareholders or their proxies are responsible
for their own expenses for attending the Meeting, including, but not limited to, transportation and accommodation expenses.
| By: |
/s/ Joao Carlos Creus Moreira |
|
| Name: |
Joao Carlos Creus Moreira |
|
| Title: |
Chief Executive Officer |
|
Exhibit 99.3
| 
| 1UPX
A Proposals — The Board of Directors recommend a vote FOR all the nominees listed.
04A3QB
01 - Ruma Bose 02 - Cristina Dolan 03 - David Fergusson
1. Re-election of the following seven nominees to the Company’s board of directors, each to hold office until the next annual general meeting of shareholders, or until their earlier
death, resignation, or removal:
For Against Abstain For Against Abstain For Against Abstain
Please sign exactly as name(s) appears hereon. Joint owners should each sign. When signing as attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give
full title.
Date (mm/dd/yyyy) — Please print date below. Signature 1 — Please keep signature within the box. Signature 2 — Please keep signature within the box.
B Authorized Signatures — This section must be completed for your vote to count. Please date and sign below.
04 - Joao Carlos Creus
Moreira 05 - John O’Hara 06 - Eric Pellaton
07 - Peter Ward
2026 Annual Meeting Proxy Card
Using a black ink pen, mark your votes with an X as shown in this example.
Please do not write outside the designated areas.
q IF VOTING BY MAIL, SIGN, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.q
MMMMMMMMMMMM
MMMMMMMMM
1234 5678 9012 345
688219
000001MR A SAMPLE
DESIGNATION (IF ANY)
ADD 1
ADD 2
ADD 3
ADD 4
ADD 5
ADD 6
ENDORSEMENT_LINE______________ SACKPACK_____________
MMMMMMMMMMMMMMM C123456789
000000000.000000 ext
000000000.000000 ext
000000000.000000 ext
000000000.000000 ext
000000000.000000 ext
000000000.000000 ext
2024
MR A SAMPLE (THIS AREA IS SET UP TO ACCOMMODATE
140 CHARACTERS) MR A SAMPLE AND MR A SAMPLE AND
MR A SAMPLE AND MR A SAMPLE AND MR A SAMPLE AND
MR A SAMPLE AND MR A SAMPLE AND MR A SAMPLE AND
C 1234567890 J N T
MMMMMMM
Save paper, time and money!
Sign up for electronic delivery at
www.investorvote.com/LAES
Online
Go to www.investorvote.com/LAES or
scan the QR code — login details are
located in the shaded bar below.
You may vote online instead of mailing this card.
Your vote matters – here’s how to vote!
Votes submitted electronically must be
received by 11:59 p.m., EST, on
May 5, 2026. |
| 
| Small steps make an impact.
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Notice of 2026 Annual Meeting of Shareholders
Proxy Solicited by Board of Directors for Annual Meeting — May 7, 2026
Joao Carlos Creus Moreira, the Chair of the Annual General Meeting, or ____________________________ of _______________________________________, is hereby
authorized to represent and vote the shares of the undersigned, with all the powers which the undersigned would possess if personally present, at the Annual
Meeting of Shareholders of SEALSQ to be held on May 7, 2026 or at any postponement or adjournment thereof.
If any proxy other than the Chair is preferred, strike out the words “Joao Carlos Creus Moreira, the Chair of the Annual General Meeting” in the paragraph
above, and insert the name and address of the proxy desired in the space provided. A proxy need not be a shareholder of the Company.
Shares represented by this proxy will be voted by the stockholder. If no such directions are indicated, the Proxies will have authority to vote FOR the
election of the Board of Directors.
In their discretion, the Proxies are authorized to vote upon such other business as may properly come before the meeting.
Returning this completed form of proxy card will not preclude you from attending the Annual General Meeting and voting in person if you so wish.
SEALSQ CORP
C Non-Voting Items
q IF VOTING BY MAIL, SIGN, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.q
Change of Address — Please print new address below. Comments — Please print your comments below.
2026 Annual Meeting Admission Ticket
2026 Annual Meeting of SEALSQ Corp Shareholders
May 7, 2026, 09:00 a.m. EST
WeWork Office Space, Wynwood Garage, 360 NW 27th St, Miami, FL 33127
Upon arrival, please present this admission ticket and photo identification at the registration desk. |