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T3 Defense (DFNS) discloses New York lawsuit over alleged success fee claim

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(Moderate)
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(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

T3 Defense Inc. reported that it has been named as a defendant in a civil action in the Supreme Court of the State of New York. The complaint, dated February 24, 2026, was filed by Kingswood Capital Partners, LLC against Star 26 Capital, Inc., Nukkleus, Inc. and the Company.

The complaint alleges that a success fee is due in connection with an earned investment banking success fee arising from a transaction. T3 Defense states that it denies all allegations and intends to vigorously defend the action, which it believes is without merit.

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Insights

Civil fee dispute emerges; company plans a vigorous defense.

T3 Defense Inc. has disclosed a civil lawsuit in New York state court brought by Kingswood Capital Partners, LLC. The case concerns an alleged unpaid success fee tied to an investment banking engagement arising from a transaction, with multiple defendants named.

The Company states that it denies all allegations and believes the claim is without merit, indicating an intention to contest liability rather than move quickly to settle. No claim size or potential financial exposure is detailed in the disclosure, so the direct economic impact cannot be assessed from this information alone.

Investors may focus on future company communications or required updates in subsequent SEC reports that might describe any significant developments in the case, such as court rulings, settlements, or material changes in the Company’s assessment of the matter.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Understanding 8-K Material Events →
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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): March 3, 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)

 

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 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 8.01 Other Events.

 

On March 3, 2026, T3 Defense Inc., a Delaware corporation (the “Company”), obtained a copy of a summons and complaint filed in the Supreme Court of the State of New York dated February 24, 2026 by Kingswood Capital Partners, LLC against Star 26 Capital, Inc., Nukkleus, Inc. and the Company. The complaint alleges that a success fee is due for an earned investment banking success fee arising from a transaction.

 

The Company denies all the allegations and intends to vigorously defend such action, which it believes is without merit.

 

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: March 6, 2026 By: /s/ Menachem Shalom
  Name:  Menachem Shalom
  Title: Chief Executive Officer

 

 

2

 

 

Source: View Original Filing on SEC EDGAR

FAQ

Who filed the complaint against T3 Defense Inc. (DFNS) and others?

Kingswood Capital Partners, LLC filed the complaint naming Star 26 Capital, Inc., Nukkleus, Inc. and T3 Defense Inc. as defendants. The case involves an alleged success fee arising from an investment banking engagement related to a transaction between the involved parties.

How does T3 Defense Inc. (DFNS) respond to the success fee allegations?

T3 Defense Inc. states that it denies all allegations in the complaint and believes the action is without merit. The Company further indicates that it intends to vigorously defend the lawsuit, signaling it does not accept liability for the claimed success fee.

Does the T3 Defense Inc. (DFNS) disclosure mention the nature of the fee dispute?

The disclosure explains that the lawsuit concerns an alleged success fee, described as an earned investment banking success fee arising from a transaction. It does not provide additional detail on the underlying engagement’s terms or the specific transaction referenced.

Where is T3 Defense Inc. (DFNS) headquartered according to this filing?

T3 Defense Inc. lists its principal executive offices at 575 Fifth Avenue, 14th Floor, New York, New York 10017. The Company also provides a contact telephone number of 212-791-4663 as part of its corporate information in the same disclosure.

What securities of T3 Defense Inc. (DFNS) are listed on Nasdaq?

The Company lists its common stock, $0.0001 par value per share, trading under symbol DFNS on The Nasdaq Stock Market LLC. It also lists warrants, each exercisable for one share of common stock at $92.00 per share, trading under symbol DFNSW on Nasdaq.

Filing Exhibits & Attachments

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