Welcome to our dedicated page for Nukkleus SEC filings (Ticker: NUKKW), 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. warrants page for symbol NUKKW provides access to the company’s SEC filings related to its common stock and listed warrants on The Nasdaq Stock Market LLC. These filings, which include Forms 8-K and registration statements such as the S-1/A, offer detailed information about Nukkleus’ capital structure, financing arrangements, warrant terms and strategic transactions across financial technology, digital assets, and defense and aerospace initiatives.
In its S-1/A registration statement, Nukkleus describes its evolution into a financial technology company following a business combination, outlining its role in blockchain-enabled technology solutions and transactions technology. The registration statement also covers resale registration for common stock and warrants issued in private placements, including pre-funded warrants and common warrants subject to beneficial ownership limitations. Investors can use these documents to understand how many shares and warrants are registered for resale, the terms of those securities, and the company’s status as an emerging growth company.
Recent Form 8-K filings provide further insight into Nukkleus’ financing and strategic activities. One 8-K details a private placement of Series A Convertible Preferred Stock and common stock purchase warrants, including the stated value of the preferred shares, initial conversion price, anti-dilution adjustments, beneficial ownership blockers and liquidation preferences. Another 8-K describes an equity line of credit agreement allowing the company to sell common shares to an investor up to a defined total commitment, subject to an exchange cap and beneficial ownership limits, with pricing based on discounts to recent trading prices. These filings also explain intended uses of proceeds, such as working capital and general corporate purposes.
Other 8-Ks document material agreements that affect Nukkleus’ business profile, such as the Exclusive Distribution Agreement with Blade Ranger Ltd. for a defense and homeland security drone payload, the Joint Venture Agreement with Mandragola Ltd. and Nukk Picolo Ltd. for aviation-related manufacturing zones and a NATO-compliant logistics hub, and the Stock Purchase Agreement to acquire Tiltan Software Engineering Ltd., which specializes in AI software for defense and aerospace. Additional filings describe a warrant agreement with Synthetic Darwin LLC for Darwin tokens and amendments to a Securities Purchase Agreement and Call Option involving Star 26 Capital Inc.
Through Stock Titan, users can view these filings in one place and use AI-powered summaries to quickly understand key terms, such as conversion mechanics of preferred stock, exercise terms of warrants (including NUKKW), conditions in joint venture and acquisition agreements, and Nasdaq listing notices. The platform’s tools help interpret complex documents like 10-Ks, 10-Qs, S-1/A registration statements and 8-K current reports by highlighting important sections on capital structure, risk factors, financing covenants and strategic commitments.
Nukkleus Inc. insider Shalom Menachem, who is a director, CEO and more than 10% owner, reported new equity holdings tied to the acquisition of Star 26 Capital, Inc. On January 16, 2026, he acquired 1,992,010 shares of common stock at a reported price of
Menachem Shalom, Chief Executive Officer and Director of Nukkleus Inc., has filed a Schedule 13D reporting a significant ownership stake in the company. He may be deemed to beneficially own 8,260,369 shares of common stock, equal to about 26.0% of Nukkleus’s common stock when including warrants he holds. This consists of 3,242,010 shares of common stock and 5,018,359 shares issuable upon exercise of warrants at an exercise price of $1.50 per share.
Shalom received 500,000 shares and 750,000 shares on December 16, 2024 and November 13, 2025, respectively, as consideration for services. On January 12, 2026, in connection with Nukkleus’s acquisition of Star 26 Capital Inc., he received 1,992,010 shares and a five-year warrant for 5,018,359 shares. He also entered into a Call Option Agreement giving him the right, subject to conditions, to purchase 498,003 additional shares and warrants for 1,254,590 shares from Esousa Group Holdings LLC.
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
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 describing material terms and exhibits related to publicly traded warrants (ticker NUKKW) and related securities. The filing states each warrant is exercisable for one share of common stock at an exercise price of $92.00 per share and lists conditions that must be satisfied for certain exercise or exchange rights, including that the market price exceed $6.76 during a Measurement Period, the company be compliant with listing requirements, the warrant shares be registered for resale, and the company not be in default under the common warrant. The filing attaches key documents: a Certificate of Designation for Series A preferred, forms of warrants and pre-funded warrants, a Securities Purchase Agreement and Registration Rights Agreement dated September 4, 2025, a Placement Agent Agency Agreement, and a press release dated September 5, 2025. The filing is signed by CEO Menachem Shalom.
Nukkleus Inc. reported that Nasdaq has notified the company it no longer meets the Nasdaq Global Market requirement to maintain a minimum market value of listed securities of
Under Nasdaq rules, Nukkleus has 180 calendar days, until
Nukkleus Inc. disclosed a set of closing conditions tied to a change of control involving Tiltan. The filing lists required regulatory approvals including notification to the Israeli Defense Export Controls Agency, delivery of PCAOB-compliant audited financial statements for Tiltan for fiscal years
Nukkleus Inc. filed an 8-K reporting the issuance of warrants and a joint venture agreement dated August 28, 2025. The filing identifies two securities: Common Stock (ticker NUKK) and Warrants exercisable for one share at an exercise price of $92.00 (ticker NUKKW), both listed on The Nasdaq Stock Market. Exhibits include two warrants issued as of August 28, 2025 and a Joint Venture Agreement dated August 28, 2025 among Nukkleus Inc., Nukk Picolo Ltd. and Mandragola Ltd. The filing is signed by CEO Menachem Shalom on August 29, 2025.
Nukkleus Inc. entered into an Exclusive Distribution Agreement with Blade Ranger Ltd., an Israeli public company that develops drone payloads for the solar energy market and for defense and homeland security forces. Under the agreement, Blade Ranger granted Nukkleus exclusive U.S. distribution rights for defense and homeland security customers for a proprietary drone payload.
Nukkleus will pay
Nukkleus also plans to form a new Delaware subsidiary, Nukkleus Defense Technologies, Inc., to commercialize third‑party defense‑related technologies, including Blade Ranger’s products, and to explore proprietary solutions for defense and aerospace markets.
Nukkleus Inc. reports mixed interim results and significant financing and transaction activity. The company disclosed indicators of substantial doubt about its ability to continue as a going concern, citing a working capital deficit of approximately $53,464,000 and cash used in operating activities from continuing operations of about $2,981,000 for the six months ended June 30, 2025. The company advanced an aggregate of $2,500,000 to Star and entered an agreement to acquire a 51% interest in Star, shifting its business focus toward the defense sector. Cash at period end was $2,873,593. Common shares outstanding were 5,370,939 at June 30, 2025. The filing discloses convertible notes, multiple warrants and financing arrangements that involve discounts, potential dilution and contingent settlement features. The company recorded comprehensive income/(loss) amounts shown in the statements, and noted payments of $800,000 related to penalties tied to a private placement registration requirement.