Welcome to our dedicated page for Nukkleus SEC filings (Ticker: NUKK), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Nukkleus Inc. (NASDAQ: NUKK) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. These documents are central to understanding how Nukkleus structures and finances its acquisitions, manages its capital, and consolidates its growing portfolio of defense, aerospace, and advanced manufacturing businesses.
Through current reports on Form 8‑K, Nukkleus details material events such as the completion of its acquisition of Tiltan Software Engineering Ltd., including the purchase price structure, secured promissory note, escrowed common stock, and pledge of the acquired shares. Other 8‑K filings describe shareholder approvals for the acquisition of Star 26 Capital Inc., the issuance of common stock and warrants, and the establishment of a $250 million equity line. Additional 8‑Ks cover the pricing and closing of SC II Acquisition Corp.’s SPAC IPO, where an indirect Nukkleus subsidiary acts as sponsor and Nukkleus’ CEO serves as SC II’s chief executive officer.
Nukkleus’ registration statements on Form S‑1 provide further detail on its capital structure. One S‑1 explains the resale registration of shares issuable upon conversion of Series A Convertible Preferred Stock and the exercise of common stock purchase warrants issued in a private placement. Another S‑1 describes the committed equity financing arrangement with Esousa Group Holdings, LLC, including the mechanics of selling common stock over time under the Common Stock Purchase Agreement and the associated commitment shares.
On Stock Titan, these filings are supplemented with AI-powered summaries that highlight key terms, such as conversion prices, warrant exercise mechanics, voting results from special and annual meetings, and conditions related to Nasdaq Listing Rules. Users can quickly see how Nukkleus reports acquisitions like Tiltan and Star 26, how it discloses direct financial obligations and pledge agreements, and how equity-linked instruments may affect future common stock issuance. The filings page also provides a structured view of proxy statements, including the DEF 14A describing the Star 26 transaction and related share issuance proposals.
For investors tracking insider and ownership-related information, the NUKK filings set out voting outcomes, equity incentive plan approvals, and the roles of key shareholders and affiliates in transactions such as the Star 26 acquisition and the SC II sponsorship. By combining real-time EDGAR updates with AI explanations, the NUKK SEC filings page helps readers interpret complex legal and financial disclosures in the context of Nukkleus’ broader aerospace and defense acquisition strategy.
Nukkleus Inc. (NUKK) reported voting results from its annual meeting held on November 6, 2025. Stockholders elected five directors and ratified the appointment of Somekh Chaikin, a member firm of KPMG International, as independent external auditors for the year ending December 31, 2025.
Shareholders also approved the 2025 Equity Incentive Plan, authorizing 3,950,000 shares of common stock for issuance under the plan. A total of 13,550,766 shares were entitled to vote, and 5,135,897 shares were present or represented by proxy, establishing a quorum.
Nukkleus Inc. (NUKK) called a virtual Special Meeting to seek stockholder approval for four proposals: (1) the Amended and Restated agreement to acquire 100% of Star 26 Capital Inc.; (2) issuance of shares upon exercise of certain outstanding warrants; (3) share issuances under an equity line of credit (ELOC) beyond Nasdaq’s 20% cap; and (4) issuances upon conversion of Series A Preferred Stock beyond the 20% cap.
Under the Star Agreement, consideration includes $21,000,000 (a 12‑month $16,000,000 promissory note and $5,000,000 cash), 4,770,340 NUKK common shares, a five‑year warrant for 12,017,648 shares at $1.50, an additional $3,000,000 cash, and a six‑month $3,000,000 note at 8%.
The Warrant Shares Proposal covers warrants exercisable for 3,191,400 shares at $5.405 for five years. The ELOC permits sales up to the lesser of $250,000,000 or the Nasdaq 20% exchange cap, with approval sought to exceed that cap. The Preferred Stock Conversion Proposal relates to Series A initially convertible into 2,044,800 shares at a $4.89 initial conversion price, subject to a 9.99% beneficial ownership blocker and potential 105% redemption after September 4, 2026 if approval is not obtained. Common shares outstanding were 13,550,766 as of the Record Date.
Nukkleus Inc. (NUKK) insider update: Director and 10% owner Anastasiia Kotaieva reported a gift of 377,432 shares of common stock on 10/24/2025. The transaction price was $0 and is recorded as an indirect holding change via X Group Fund of Funds Limited Partnership. Following the gift, she beneficially owns 1,469,941 shares indirectly. The filing notes the transfer was a gift and states that Ms. Kotaieva is the owner of X Group Family of Funds Limited Partnership.
Nukkleus Inc. (NUKK) furnished a Regulation FD update announcing a press release about the proposed initial public offering of units of SC II Acquisition Corp. I, a newly formed special purpose acquisition company and indirect subsidiary of Nukkleus.
The notice states that a preliminary, subject-to-completion prospectus has been filed with the SEC and is not yet effective, and that no offers or sales of these securities may occur prior to effectiveness. The information under Item 7.01, including the press release attached as Exhibit 99.1, is furnished and not deemed filed under the Exchange Act.
Nukkleus Inc. (NUKK) set its 2025 Annual Meeting for November 6, 2025 at 10:00 a.m. ET, to be held virtually via webcast. Stockholders will vote on three items: electing five directors, ratifying Somekh Chaikin (KPMG member) as independent auditor for the year ending December 31, 2025, and approving the 2025 Equity Incentive Plan.
The plan would reserve 3,950,000 shares for stock-based awards to employees, directors, and consultants, with administration by the Board/Compensation Committee and standard provisions covering options, RSUs, SARs, change-in-control, and termination. The Board recommends voting “FOR” all proposals.
The proxy also details a related-party Star 26 Capital Inc. transaction agreement under which Nukkleus would acquire 100% of Star for consideration including $21,000,000 (a $16,000,000 12‑month note and $5,000,000 cash, less advances), 4,770,340 shares, a 5‑year warrant for 12,017,648 shares at $1.50, an additional $3,000,000 cash and a $3,000,000 6‑month note at 8%, subject to customary closing conditions including stockholder approval under Nasdaq rules. Shares outstanding were 13,550,766 as of October 9, 2025.
Anastasiia Kotaieva, a director and 10% owner of Nukkleus Inc. (NUKK), reported multiple cashless warrant exercises that materially increased her indirect holdings. On 10/08/2025 and 10/09/2025 she acquired a total of 1,377,421 common shares via cashless exercises and related assignments, bringing her reported indirect beneficial ownership to 1,847,373 shares. The filing also shows a previously exercised pre-funded warrant reassigned on 10/07/2025 and remaining derivative positions that convert into common stock through warrants with various strike prices and expirations through 08/11/2030. The transactions are reported on Form 4 and reflect internal ownership changes via warrant exercises rather than open-market purchases.
Nukkleus Inc. reported that Nasdaq's Listing Qualifications Department confirmed the company has regained compliance with the minimum market value of listed securities requirement under Nasdaq Listing Rule 5450(b)(2)(A). The company said this matter is closed following that written confirmation. The filing identifies common stock (ticker NUKK) and warrants (ticker NUKKW) listed on The Nasdaq Stock Market and includes a press release dated September 29, 2025. The report is signed by Chief Executive Officer Menachem Shalom.
Nukkleus Inc. filed an 8-K reporting the execution of a Common Stock Purchase Agreement and a Registration Rights Agreement with Esousa Group Holdings, LLC, both dated September 19, 2025. The filing lists a related press release dated September 19, 2025 and includes a signed cover page by Menachem Shalom, Chief Executive Officer. The listed exhibits indicate a transaction and accompanying registration mechanics were agreed the same day, and the company provided interactive XBRL cover-page data.
The filing text is brief and focuses on the existence and dates of the agreements and press release; it does not disclose deal economics, share counts, consideration, or other financial terms, so material financial impacts are not specified within this document.
Nukkleus Inc. filed a Form D for a Regulation D, Rule 506(b) offering of units (each unit: Series A Convertible Preferred Stock plus a common warrant to purchase 1.5 shares). The stated total offering size was $10,000,000, of which $10,000,000 has been sold and $0 remains. The minimum outside investment is $50,000. Sales commissions are estimated at $700,000 and the placement agent is Dawson James Securities, Inc. The issuer identifies its jurisdiction as Delaware, principal place of business at 575 Fifth Ave, New York, NY, and classifies itself in "Other Technology." Proceeds are to be used for working capital and to acquire Tiltan Software Engineering Ltd. and Star 26 Capital Inc. The CEO and director, Menachem Shalom, is an officer/director and controlling shareholder of Star 26 Capital Inc. The filing reports 2 investors and indicates the offering is not intended to last more than one year.
Nukkleus Inc. filed an 8-K reporting a material agreement. The filing lists an Amended and Restated Securities Purchase Agreement and Call Option dated September 15, 2025 among Nukkleus Inc., Star 26 Capital Inc., the shareholders of Star 26 Capital Inc. and Menachem Shalom as representative. The filing also includes a Press Release dated September 16, 2025 as an exhibit and states common stock (NUKK) and warrants (NUKKW) trade on The Nasdaq Stock Market. The document is signed by Menachem Shalom, Chief Executive Officer.