Rail Vision (RVSN) eyes 51% stake in quantum AI transport firm

Rhea-AI Filing Summary

Rail Vision Ltd. submitted a report describing a new strategic move and related securities law steps. The company has signed a term sheet to acquire a 51% stake in a quantum computing AI company focused on the transportation industry, signaling potential expansion into advanced AI and computing solutions for its market. Selected paragraphs from the accompanying press release are also being incorporated by reference into Rail Vision’s existing Form F-3 and Form S-8 registration statements, so that this information becomes part of those shelf and equity compensation disclosures.

Insights

Cross-border M&A and securities disclosure analyst

Rail Vision outlines a potential majority quantum-AI acquisition and embeds it into existing registration statements.

Rail Vision Ltd. reports that it has signed a term sheet to acquire a 51% stake in a quantum computing AI company serving the transportation industry. A 51% interest would represent majority ownership, suggesting potential operational and strategic control if the transaction is completed on agreed terms.

The company also states that specified paragraphs of the related press release are incorporated by reference into multiple Form F-3 and Form S-8 registration statements. This step ensures investors relying on those registration statements have access to this prospective acquisition information within the same legal framework governing future securities offerings and equity compensation issuances.

The financial magnitude, timing, and conditions for closing are not detailed in the excerpt, so the ultimate impact would depend on the negotiated transaction terms and subsequent execution. Future company communications and updates to these registration statements would typically clarify progress toward any definitive agreement or completion.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of September 2025

Commission file number: 001-41334

RAIL VISION LTD.

(Translation of registrant’s name into English)

15 Ha’Tidhar St

Ra’anana, 4366517 Israel

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

CONTENTS

Attached hereto and incorporated herein is the Registrant’s press release issued on September 30, 2025, titled “Rail Vision Signs Term Sheet to Acquire 51% Stake in Quantum Computing AI Company for the Transportation Industry.”

The first, second, third, fourth and sixth paragraphs in the press release attached as Exhibit 99.1 are incorporated by reference into the Registrant’s Registration Statements on Form F-3 (File Nos. 333-271068, 333-272933, 333-276869, 333-277963 and 333-278645) and Form S-8 (File Nos. 333-265968, 333-281329 and 333-286652), filed with the Securities and Exchange Commission, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX

Exhibit No.
99.1		Press release issued by Rail Vision Ltd. on September 30, 2025, titled “Rail Vision Signs Term Sheet to Acquire 51% Stake in Quantum Computing AI Company for the Transportation Industry”

SIGNATURES

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, thereunto duly authorized.

	Rail Vision Ltd.
Date: September 30, 2025	By:	/s/ Ofer Naveh
	Name:	Ofer Naveh
	Title:	Chief Financial Officer

FAQ

What transaction did Rail Vision (RVSN) describe in its September 2025 report?

Rail Vision described signing a term sheet to acquire a 51% stake in a quantum computing AI company that focuses on solutions for the transportation industry.

What portion of the target company does Rail Vision plan to acquire?

Rail Vision’s term sheet contemplates acquiring a 51% ownership stake in the quantum computing AI company, which would represent a majority interest.

How is this potential acquisition connected to Rail Vision’s existing registration statements?

The first, second, third, fourth and sixth paragraphs of the related press release are incorporated by reference into Rail Vision’s existing Form F-3 and Form S-8 registration statements, making this information part of those filings.

Which registration statements are affected by the new disclosure from Rail Vision (RVSN)?

The disclosure is incorporated into Rail Vision’s Form F-3 registration statements with file numbers 333-271068, 333-272933, 333-276869, 333-277963 and 333-278645, and its Form S-8 registration statements with file numbers 333-265968, 333-281329 and 333-286652.

Who signed the September 2025 report for Rail Vision?

The report was signed on behalf of Rail Vision Ltd. by Ofer Naveh, who is identified as the company’s Chief Financial Officer.