STOCK TITAN

T3 Defense Inc. (NASDAQ: DFNS) rebrands and sharpens defense focus

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

T3 Defense Inc., formerly Nukkleus Inc., has changed its corporate name and Nasdaq ticker to better reflect its defense-focused strategy. Effective February 9, 2026, the company adopted the name T3 Defense Inc. and now trades on Nasdaq under the ticker DFNS, with no change to its CUSIP and no action required from shareholders.

The company describes itself as a federated holding company acquiring and operating mission-critical defense businesses embedded in long-cycle national security programs. Its subsidiaries support areas such as air defense, homeland security, AI for defense, and Israel’s national missile and air-defense architecture, including Iron Dome, under multi-year contracts that provide revenue visibility.

Positive

  • None.

Negative

  • None.
false --12-31 0001787518 Nukkleus Inc. 0001787518 2026-02-09 2026-02-09 0001787518 NUKK:CommonStock0.0001ParValuePerShareMember 2026-02-09 2026-02-09 0001787518 NUKK:WarrantsEachWarrantExercisableForOneShareOfCommonStockFor92.00PerShareMember 2026-02-09 2026-02-09 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or Section 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): February 9, 2026

 

T3 DEFENSE INC.
(Exact name of registrant as specified in its charter)

 

Delaware   001-39341   38-3912845
(State or other jurisdiction of
incorporation or organization)
  (Commission File Number)   (IRS Employer
Identification Number)

 

575 Fifth Avenue, 14th Floor

New York, New York 10017

(Address of principal executive offices)

 

212-791-4663

(Registrant’s telephone number, including area code)

 

Nukkleus Inc.

(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 to 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, $0.0001 par value per share   DFNS   The Nasdaq Stock Market LLC
         
Warrants, each warrant exercisable for one Share of Common Stock for $92.00 per share   DFNSW   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

Effective February 9, 2026, Nukkleus Inc. (the “Company”) changed its name by the filing of a certificate of correction to the Amendment to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to change the name of the Company to “T3 Defense Inc.”. The change in the name of the Company was effectuated pursuant to Section 242(d)(1) of the Delaware General Corporation Law.

 

As a result of the name change, the new ticker of the Company will be “DFNS”. The Company will commence trading under the new ticker symbol on The Nasdaq Stock Market LLC on February 9, 2026. There is no change to the CUSIP of the Company.

 

Item 7.01 Regulation FD Disclosure.

 

On February 9, 2026, Nukkleus Inc. issued a press release regarding the name change of the Company. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information contained in this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.   Description
3.8.1   Certificate of Correction.

3.8.2   Certificate of Amendment of Amended and Restated Certificate of Incorporation.
99.1   Press Release dated February 9, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

1

 

 

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.

 

  T3 DEFENSE INC.
     
Date: February 9, 2026 By: /s/ Menachem Shalom
  Name:  Menachem Shalom
  Title: Chief Executive Officer

 

2

 

Exhibit 99.1

 

 

 

Nukkleus Inc. Announces Corporate Rebranding: Changes Name to T3 Defense Inc. and Ticker Symbol to DFNS

 

The name and ticker change reflects the company’s strategic focus on acquiring and operating
mission-critical defense businesses that are deeply embedded in long-cycle national security programs

 

TEL AVIV / NEW YORK – February 9, 2026 – T3 Defense Inc. (NASDAQ: DFNS), formerly Nukkleus Inc. (NASDAQ: NUKK), today announced a corporate rebrand that formalizes the company’s strategy as a holding entity focused on building the asymmetric edge that shapes the future of defense by acquiring and scaling defense businesses positioned at structurally constrained points of the industrial base. The rebrand to T3 Defense and the adoption of the DFNS ticker is intended to clarify the company’s positioning for investors, customers, and its current and future strategic partners. The company’s common stock will continue to trade on the NASDAQ under the new ticker symbol DFNS, effective February 9, 2026. No action is required by shareholders as a result of the name or ticker symbol change.

 

Menny Shalom, CEO of T3 Defense noted, “Defense bottlenecks don’t show up in headlines; they show up on factory floors, in qualification queues, and in programs that can’t afford delays. We’ve built a portfolio of defense businesses with long-term contracts, deep qualifications, and real operating constraints. T3 Defense is focused on scaling that execution across a federated portfolio, relieving pressure at critical choke points and strengthening the industrial foundation required to support military readiness and operational effectiveness.”

 

As global defense spending accelerates, production delays increasingly originate below the prime-contractor level, specifically specialized suppliers operating at program-critical points across the defense industrial base, including suppliers supporting OEM platforms. This is where strategic value exists as they are difficult to replace and slow to scale. Several of T3 Defense’s subsidiaries already operate at these pressure points, supporting programs tied to air defense, homeland security, and AI for defense, among others. This includes participation in Israel’s national missile defense and air-defense architecture, such as Iron Dome, alongside other multi-year defense contracts that provide revenue visibility and operational continuity.

 

T3 Defense applies a disciplined, repeatable M&A framework built around three distinct acquisition vectors: time-to-value execution, consisting of already-operating businesses where performance improvements can be realized rapidly through pricing discipline, productivity gains, procurement optimization, and improved capacity utilization; bottleneck and capacity, defined by scarce, difficult-to-replace production nodes and specialized processes that are critical to program delivery; and qualification and access, comprising companies embedded in defense programs with established prime-contractor relationships, compliance maturity, and customer trust that reduce switching risk and accelerate growth.

 

The new identity reflects an operating model the company has been executing across its portfolio of defense subsidiaries, which support long-cycle national security programs and maintain active contracts with leading defense original equipment manufacturers. These subsidiaries operate across engineering, manufacturing, and software, supplying mission-critical components, systems, and capabilities embedded deep within defense programs where reliability, qualification, and delivery certainty are paramount. By strengthening these critical industrial capabilities, T3 Defense aims to improve OEM reliability, accelerate delivery timelines, and ensure defense forces receive mission-ready systems when operational demand requires them.

 

Therefore, each acquisition is viewed as a building block in a compounding system where existing contracts, qualifications, and operational experience increase the value and reduce the risk of future acquisitions. By expanding scarce industrial capacity and deepening program-level access, the portfolio is designed to become more scalable over time.

 

###

 

 

 

 

About T3 Defense Inc.

 

T3 Defense Inc. (NASDAQ: DFNS), formerly Nukkleus Inc., is a federated holding company focused on acquiring and operating mission-critical defense businesses embedded in long-cycle national security programs. The company targets defense businesses operating at constrained, qualification-driven, or execution-critical points across the industrial base where strategic value exists and where qualification, capacity, and execution are decisive. Through disciplined M&A, centralized capital and strategy, and decentralized operating autonomy, T3 Defense seeks to strengthen critical defense capabilities and compound long-term value.

 

Forward-Looking Statements

 

This press release contains forward-looking statements made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts are “forward-looking statements” within the meaning of federal securities laws. In some cases, forward-looking statements can be identified by terminology such as “will,” “would,” “expect,” “intend,” “plan,” “believe,” “objective,” or comparable terms referring to future events, conditions, or circumstances, or the negative of such terms.

 

Although T3 Defense Inc., formerly Nukkleus Inc., believes that it has a reasonable basis for the forward-looking statements contained in this press release, such statements are based on management’s current beliefs, assumptions, and expectations regarding future events and circumstances and are subject to a number of risks and uncertainties, many of which are difficult to predict and beyond the Company’s control. Forward-looking statements include, but are not limited to, statements regarding the Company’s strategy, acquisition plans, operating model, ability to execute disciplined M&A, expectations regarding subsidiary performance, long-term contracts, revenue visibility, capacity expansion, and the anticipated benefits of the Company’s federated holding company structure.

 

Actual results, performance, or achievements may differ materially from those expressed or implied by forward-looking statements as a result of various factors, including but not limited to: the Company’s ability to successfully integrate and operate acquired businesses; the performance and execution of contracts by the Company’s subsidiaries; the availability and sufficiency of working capital to execute business plans and strategic initiatives; the Company’s ability to identify and complete future acquisitions on acceptable terms; market acceptance of the Company’s offerings; changes in defense spending, procurement practices, or regulatory requirements; geopolitical developments; and other risks described under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K, as updated by subsequent Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission.

 

Forward-looking statements speak only as of the date they are made. The Company undertakes no obligation to update or revise any forward-looking statements to reflect events or circumstances after the date of this press release, except as required by law.

 

For more information, please contact:

 

Investor Relations (US)
Lena Cati
Tel: +1 212 836-9611

lcati@theequitygroup.com

 

Val Ferraro

Tel: +1 212 836-9612

vferraro@theequitygroup.com

 

 

 

 

 

FAQ

What corporate change did T3 Defense Inc. (formerly NUKK) announce?

The company announced a corporate rebrand, changing its name from Nukkleus Inc. to T3 Defense Inc.. This rebrand formalizes its strategy as a holding entity focused on acquiring and scaling mission-critical defense businesses embedded in long-cycle national security programs.

When did T3 Defense Inc. start trading under the DFNS ticker on Nasdaq?

T3 Defense Inc. common stock began trading on Nasdaq under the ticker symbol DFNS on February 9, 2026. The company stated that its stock continues to trade on Nasdaq, and no action is required from shareholders due to the name or ticker change.

What is the strategic focus of T3 Defense Inc. (NASDAQ: DFNS)?

T3 Defense Inc. focuses on acquiring and operating mission-critical defense businesses positioned at constrained, qualification-driven, or execution-critical points in the defense industrial base. It targets businesses embedded in long-cycle national security programs where qualification, capacity, and execution are decisive.

Which types of defense programs do T3 Defense Inc. subsidiaries support?

Subsidiaries support programs tied to air defense, homeland security, and AI for defense, among others. The company notes participation in Israel’s national missile defense and air-defense architecture, including Iron Dome, and other multi-year defense contracts that provide revenue visibility and operational continuity.

How does T3 Defense Inc. describe its M&A framework in the defense sector?

T3 Defense applies a disciplined M&A framework built around three vectors: time-to-value execution, bottleneck and capacity, and qualification and access. These focus on improving performance, expanding scarce industrial capacity, and leveraging deeply embedded program relationships to reduce switching risk and accelerate growth.

What operating model does T3 Defense Inc. use for its defense portfolio?

The company uses a federated holding company model, combining centralized capital and strategy with decentralized operating autonomy. Its subsidiaries operate across engineering, manufacturing, and software, supplying mission-critical components and systems where reliability, qualification, and delivery certainty are critical for defense customers.

Filing Exhibits & Attachments

8 documents
Nukkleus Inc

NASDAQ:NUKK

NUKK Rankings

NUKK Latest News

NUKK Latest SEC Filings

NUKK Stock Data

52.05M
112.59M
28.2%
2.99%
11.31%
Software - Application
Services-management Consulting Services
Link
United States
NEW YORK