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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): February 3, 2026
MicroVision,
Inc.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-34170 |
|
91-1600822 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
18390
NE 68th Street
Redmond,
Washington 98052
(Address
of principal executive offices) (Zip code)
(425)
936-6847
Registrant’s
telephone number, including area code
Not
Applicable
(Former
name or former address if changed since last report)
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 $0.001 per share |
|
MVIS |
|
The
NASDAQ Stock 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 ☐
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
2.01. Completion of Acquisition of Assets.
As
previously disclosed in our Current Report on Form 8-K filed on January 30, 2026 with the U.S. Securities and Exchange Commission (the
“SEC”), MicroVision, Inc. (“MicroVision” or the “Company”) entered into an Asset Purchase Agreement
(the “Asset Purchase Agreement”) with Luminar Technologies, Inc. (“Luminar”), pursuant to which MicroVision agreed
to acquire from Luminar certain assets related to Luminar’s lidar sensor business (the “Acquisition”).
On
February 3, 2026, pursuant to the terms of the Asset Purchase Agreement, the Acquisition was consummated and closing of the Acquisition
(the “Closing”) occurred. Pursuant to the terms and subject to the conditions set forth in the Asset Purchase Agreement,
at the Closing, MicroVision paid to Luminar $33,000,000 (the “Purchase Price”). MicroVision funded the Purchase Price with
cash on hand.
Item
9.01. Financial Statements and Exhibits.
(a)
Financial Statements of Businesses or Funds Acquired.
To
the extent required, financial statements required by this item will be filed by amendment to this Current Report on Form 8-K no later
than 71 calendar days after the date on which this Current Report on Form 8-K is required to be filed.
(b)
Pro Forma Financial Information.
To
the extent required, pro forma financial information required by this item will be filed by amendment to this Current Report on Form
8-K no later than 71 calendar days after the date on which this Current Report on Form 8-K is required to be filed.
(c)
Shell Company Transactions.
Not
applicable.
(d)
Exhibits.
Exhibit
No. |
|
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, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| MICROVISION,
INC. |
|
| |
|
|
| By: |
/s/
Drew G. Markham |
|
| |
Drew
G. Markham |
|
| |
Senior
Vice President, General Counsel and Secretary |
|
Dated:
February 3, 2026