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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): May
29, 2026
Richtech Robotics Inc.
(Exact name of registrant as specified in its charter)
| Nevada |
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001-41866 |
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88-2870106 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
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(IRS Employer
Identification No.) |
2975 Lincoln Rd
Las
Vegas, NV 89115
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (866) 236-3835
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:
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ |
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 |
| Class B Common Stock, par value $0.0001 per share |
|
RR |
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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 (§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 or Disposition of Assets.
As
previously reported on a Current Report on the Form 8-K as filed with the Securities and Exchange Commission on April 7, 2026, Richtech
Robotics Inc., a Nevada corporation (the “Company”), entered into a purchase and sale agreement, dated as of
April 1, 2026 (the “Purchase and Sale Agreement”), with PSIF EBS Rainbow LLC, a Delaware limited liability company
(the “Seller”), with respect to the purchase of property, as described in more detail in the Purchase and Sale Agreement,
including an approximately 79,325 square foot building located at 9530 S. Rainbow Blvd., Las Vegas, Nevada 89139 (the “Property”).
On May 15, 2026, the Company assigned its rights and obligations under the Purchase and Sale Agreement to Richtech Rainbow Holdings LLC,
a Nevada limited liability company (“Richtech Rainbow Holdings”) and a wholly-owned subsidiary of the Company. The
purchase price of $21,180,000.00 was paid with the Company’s cash on hand.
On
May 29, 2026, the Company, via Richtech Rainbow Holdings, completed the purchase of the Property as contemplated in the Purchase and Sale Agreement. The Company intends to utilize the Property as a strategic U.S.-based facility for warehousing, assembly
and light manufacturing, as well as research and development, testing, and robotics-driven data collection and model training to support
the continuous improvement of the Company’s robotics and AI systems.
Item
8.01. Other Events.
On
June 3, 2026, the Company issued a press release announcing the completion of the Property purchase. A copy of the press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Forward-Looking Statements
This
Current Report on Form 8-K includes “forward-looking statements” within the meaning of Section 27A of the Securities
Act and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included
in this Form 8-K are forward-looking statements. When used in this Form 8-K, words such as “anticipate,”
“believe,” “continue,” “could,” “estimate,” “expect,” “intend,”
“may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,”
“should,” “would” and similar expressions, as they relate to us or our management team, identify forward-looking
statements. Such forward-looking statements are based on the beliefs of the Company’s management, as well as assumptions made by,
and information currently available to, the Company’s management. Actual results could differ materially from those contemplated
by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the SEC. All subsequent
written or oral forward-looking statements attributable to the Company or persons acting on its behalf are qualified in their entirety
by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company,
including those set forth in the “Risk Factors” section of the Company’s Annual Reports on Form 10-K, Quarterly
Reports on Form 10-Q and initial public offering prospectus. The Company undertakes no obligation to update these statements
for revisions or changes after the date of this release, except as required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are
being filed herewith:
| Exhibit No. | |
Description |
| 99.1 | |
Press Release, dated June 3, 2026. |
| 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.
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Richtech Robotics Inc. |
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By: |
/s/ Zhenwu (Wayne) Huang |
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Name: |
Zhenwu (Wayne) Huang |
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Title: |
Chief Executive Officer and Director |
Dated: June 3, 2026
Exhibit 99.1

Richtech Robotics Completes
Strategic Acquisition of Warehouse Facility in Las Vegas to Accommodate Robotics and AI Powered Growth Objectives
Expanded warehouse capacity represents the development
of integrated AI powered infrastructure and supply capabilities to drive advancements in the Company’s three strategic pillars,
Industrial, Commercial, and Data Services
LAS VEGAS, June 3, 2026 (GLOBE NEWSWIRE) —
Richtech Robotics Inc. (Nasdaq: RR) (“Richtech Robotics” or “the Company”), a Nevada-based robotics company developing
AI-driven automation solutions for commercial and industrial applications, announces that it has completed the previously announced acquisition
of a facility in Las Vegas, Nevada for a total purchase price of approximately $21.2 million. The acquisition, which was first announced
on April 1, 2026, was completed on May 29, 2026. The 79,325 square foot warehouse facility strategically expands Richtech Robotics’
Las Vegas geographic footprint.
“Building on our strong existing presence
in the Las Vegas region, we have further solidified our commitment to our U.S. asset strategy through this acquisition, equipping us with
an expansive facility to streamline our AI infrastructure design and innovate our robotics portfolio,” said Richtech Robotics’
CEO Wayne Huang. “Further, the incremental investment into this facility enables our operations to serve our target commercial,
industrial, and data services markets. Today’s announcement demonstrates our commitment to making disciplined investments that position
us to competitively innovate and scale across the AI and robotics markets to drive strategic growth opportunities that create long-term
value for our shareholders.”
The facility is expected to provide Richtech Robotics
with dedicated infrastructure to support GPU-enabled computing, robotics data collection, and World Action Model training, with additional
space available for future compute capacity expansion. These capabilities are intended to support the continuous improvement of the Company’s
robotics and AI systems.
The Company currently expects initial data center
operations on the new site to begin in fall 2026. Additionally, the Company’s headquarters and formal office space will expand its
capacity across approximately 20,000 square feet in the new building, with expected occupancy by the end of 2026.
About Richtech Robotics
Richtech Robotics develops advanced robotic solutions
and the data infrastructure that makes its robots more intelligent. Guided by three strategic pillars — Industrial, Commercial,
and Data Services — Richtech Robotics aims to deliver dependable automation, consistent service performance, and continuous AI-driven
improvement at scale. From factory floors to hospitality venues, our robots work alongside people to enhance efficiency, precision, and
quality. Learn more at www.RichtechRobotics.com, and connect with us on X, LinkedIn and YouTube.
Forward Looking Statements
Certain statements in this press release are forward-looking
within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking
words such as “anticipate,” “believe,” “forecast,” “estimate,” “expect,” and
“intend,” among others. Forward-looking statements are predictions, projections and other statements about future events that
are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties.
These forward-looking statements are based on
Richtech Robotics’ current expectations and actual results could differ materially. There are a number of factors that could cause
actual events to differ materially from those indicated by such forward-looking statements. Investors should read the risk factors set
forth in Richtech Robotics’ Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”)
on January 20, 2026, and periodic reports filed with the SEC on or after the date thereof. All of Richtech Robotics’ forward-looking
statements are expressly qualified by all such risk factors and other cautionary statements. The information set forth herein speaks only
as of the date thereof. New risks and uncertainties arise over time, and it is not possible for Richtech Robotics to predict those events
or how they may affect Richtech Robotics. If a change to the events and circumstances reflected in Richtech Robotics’ forward-looking
statements occurs, Richtech Robotics’ business, financial condition and operating results may vary materially from those expressed
in Richtech Robotics’ forward-looking statements.
Readers are cautioned not to put undue reliance
on forward-looking statements, and Richtech Robotics assumes no obligation and does not intend to update or revise these forward-looking
statements, whether as a result of new information, future events or otherwise.
Contacts:
Investors:
CORE IR
investors@richtechrobotics.com
Media:
Kelsey Romero
press@richtechrobotics.com