Richtech Robotics (NASDAQ: RR) advances MSA after pilot with top auto dealer

Rhea-AI Filing Summary

Richtech Robotics Inc. reported that it entered into a Master Services Agreement (MSA) on April 10, 2025 with a client described as a top five U.S. automotive dealership by revenue and number of dealerships. Under this framework, Richtech will perform project work through separate statements of work (SOWs) or work orders, and the MSA stays in force as long as at least one SOW remains active, renewing automatically for 12‑month periods unless either party gives 30 days’ notice.

The full launch of the relationship was conditioned on a pilot program. On August 27, 2025, the client notified Richtech of the completion of the pilot and its intention to move forward and enter into SOWs for its dealership locations, indicating a planned rollout of Richtech’s services across that network.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 28, 2025

Richtech Robotics Inc.

(Exact name of registrant as specified in its charter)

Nevada		001-41866		88-2870106
(State or other jurisdiction of incorporation)		(Commission File Number)		(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:

☐ 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
Class B Common Stock, par value $0.0001 per share		RR		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 8.01. Other Event

On April 10, 2025, Richtech Robotics Inc. (the “Company”) entered into a Master Services Agreement (the “MSA”), with a top 5 automotive dealership by revenue and number of dealerships in the United States (the “Client”), pursuant to which the Company shall work on project(s) for the Client under additional statement(s) of work ( “SOW”) to be completed by the Company and the Client or work order(s) to be issued by the Client. The full launch of the MSA shall be subject to the successful completion of the pilot program and approval of the Client’s management team. The MSA will continue in force as long as one or more SOW remain in effect and will renew for an additional 12 month periods unless either party notices the other party in writing of its intent not to review 30 days prior to the expiration of the term. The MSA also contains other customary provisions, including intellectual property and confidentiality.

On August 27, 2025, the Client notified the Company the completion of the pilot program and its intention to further enter into SOWs for their dealership locations.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit		Description
104		Cover Page Interactive Data File (embedded within the Inline XBRL documents)

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.

	Richtech Robotics Inc.
	By:	/s/ Zhenwu (Wayne) Huang
		Name:	Zhenwu (Wayne) Huang
		Title:	Chief Executive Officer and Director
Dated: August 29, 2025

2

FAQ

What did Richtech Robotics Inc. (RR) disclose in this 8-K filing?

Richtech Robotics Inc. disclosed that it entered into a Master Services Agreement (MSA) with a top five U.S. automotive dealership group and that, after completing a pilot program, the client indicated its intention to enter into statements of work (SOWs) for its dealership locations.

Who is the new client mentioned by Richtech Robotics Inc. (RR)?

The client is described as a top 5 automotive dealership by revenue and number of dealerships in the United States. The filing refers to this customer as the Client but does not name it.

What are the key terms of the Master Services Agreement for Richtech Robotics Inc. (RR)?

The MSA provides that Richtech will perform project work for the client under additional statements of work (SOWs) or work orders. It remains in effect as long as at least one SOW is active and automatically renews for additional 12‑month periods unless either party gives 30 days’ written notice before the end of the term. It also includes customary intellectual property and confidentiality provisions.

What milestone did Richtech Robotics Inc. (RR) reach with the automotive dealership client?

On August 27, 2025, the client notified Richtech of the completion of the pilot program and stated its intention to enter into SOWs for its dealership locations, moving the relationship beyond the pilot phase.

Is the Master Services Agreement between Richtech Robotics Inc. (RR) and the client already fully launched?

The filing states that the full launch of the MSA is subject to the successful completion of the pilot program and approval of the client’s management. The client has notified Richtech of the pilot’s completion and its intention to proceed with SOWs, indicating a planned move toward broader deployment.

How long can the agreement between Richtech Robotics Inc. (RR) and the automotive dealership remain in effect?

The MSA continues as long as one or more SOWs remain in effect and renews automatically for additional 12‑month periods unless either party gives written notice of non‑renewal at least 30 days before the term expires.