Rail Vision (Nasdaq: RVSN) takes 51% stake in Quantum Transportation

Rhea-AI Filing Summary

Rail Vision Ltd. has completed a strategic acquisition of a 51% ownership interest in Quantum Transportation Ltd., gaining majority ownership and control of the quantum computing-focused company for transportation applications. As consideration, Rail Vision issued 2,982,710 ordinary shares, which represented approximately 4.99% of its issued and outstanding share capital as of the signing date and before the issuance, to former Quantum Transportation shareholders in exchange for their 51% stake. At closing, Rail Vision also extended to Quantum Transportation a convertible loan facility of up to $700,000 bearing 8% annual interest, to be disbursed in tranches to fund operations and development. The companies plan to combine Quantum Transportation’s quantum error correction technology and related know-how with Rail Vision’s AI-based railway safety systems to pursue technological synergies, enhance product lines, and support long-term value creation.

Insights

Technology & M&A Analyst

Rail Vision gains majority stake in a quantum transport company using shares and a small loan facility.

Rail Vision has closed its previously announced share exchange to acquire 51% of Quantum Transportation Ltd., which holds an exclusive sub license for rail-related use of a quantum error correction patent application from Ramot of Tel Aviv University. The deal gives Rail Vision majority ownership and control, aligning a quantum computing asset with its AI-based railway safety technology.

Consideration consists of 2,982,710 ordinary shares, stated as about 4.99% of Rail Vision’s issued and outstanding share capital at signing, exchanged for the 51% Quantum Transportation stake. In addition, Rail Vision put in place a convertible loan facility of up to $700,000 at an annual interest rate of 8% to be drawn in tranches, providing targeted funding for Quantum Transportation’s operations and development roadmap.

The companies intend to pursue synergies by combining quantum-AI intellectual property with Rail Vision’s existing vision and safety platforms, with an emphasis on scalable, fault-tolerant quantum computing for transportation. Actual impact on Rail Vision’s business will depend on execution of the development roadmap and how effectively the quantum error correction technology can be integrated into current and future product lines over time.

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 January 2026

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 January 14, 2026, titled “Rail Vision Successfully Completes Strategic Acquisition of Majority Stake in Cutting-Edge Quantum Computing Company for Transportation.”

The first six 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, 333-277963 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 January 14, 2026, titled “Rail Vision Successfully Completes Strategic Acquisition of Majority Stake in Cutting-Edge Quantum Computing Company for Transportation”

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: January 14, 2026	By:	/s/ Ofer Naveh
	Name:	Ofer Naveh
	Title:	Chief Financial Officer

Exhibit 99.1

Rail Vision Successfully Completes Strategic Acquisition of Majority Stake in Cutting-Edge Quantum Computing Company for Transportation

Ra’anana, Israel, Jan. 14, 2026 (GLOBE NEWSWIRE) - Rail Vision Ltd. (Nasdaq: RVSN) (“Rail Vision” or the “Company”), an early commercialization stage technology company seeking to revolutionize railway safety and the data-related market, today announced the completion of its previously announced strategic transaction to acquire a 51% ownership interest in Quantum Transportation Ltd. (“Quantum Transportation”).

Quantum Transportation holds an exclusive sub license, for rail technologies and platforms, for an innovative pending patent application in quantum error correction owned by Ramot, the technology transfer company of the Tel Aviv University. This IP and additional know-how addresses critical challenges in noisy intermediate-scale quantum devices by enabling efficient, real-time decoding of surface code errors, significantly reducing computational overhead compared to traditional methods and supporting scalable fault-tolerant quantum computing.

Through this transaction, Rail Vision and Quantum Transportation aim to combine quantum-AI based intellectual property (IP) protection and innovation with Rail Vision’s advanced vision and railway-safety technologies. This strategic combination is expected to create meaningful technological synergies, enhance Rail Vision’s current and future product lines, accelerate innovation, and support long-term value creation for stakeholders.

Pursuant to the acquisition agreement announced on December 1, 2025, Rail Vision has completed the share exchange transaction, through which it acquired 51% of the issued and outstanding share capital of Quantum Transportation, thereby obtaining majority ownership and control.

In connection with the closing, Rail Vision issued an aggregate of 2,982,710 ordinary shares, representing approximately 4.99% of the Company’s issued and outstanding share capital as of the date of signing the acquisition agreement and prior to such issuance, to certain former shareholders of Quantum Transportation, in exchange for their full holdings, representing 51% ownership of Quantum Transportation. Following the closing, Quantum Transportation became a majority-owned subsidiary of Rail Vision.

Additionally, upon closing of the acquisition, Rail Vision also extended to Quantum Transportation a convertible loan facility of up to $700,000, bearing interest at an annual rate of 8%, to be disbursed in tranches to support Quantum Transportation’s operations and development roadmap. The loan is subject to the terms set forth in the acquisition agreement.

About Rail Vision Ltd.

Rail Vision is a development stage technology company that is seeking to revolutionize railway safety and the data-related market. The company has developed cutting edge, artificial intelligence based, industry-leading technology specifically designed for railways. The company has developed its railway detection and systems to save lives, increase efficiency, and dramatically reduce expenses for the railway operators. Rail Vision believes that its technology will significantly increase railway safety around the world, while creating significant benefits and adding value to everyone who relies on the train ecosystem: from passengers using trains for transportation to companies that use railways to deliver goods and services. In addition, the company believes that its technology has the potential to advance the revolutionary concept of autonomous trains into a practical reality. For more information, please visit https://www.railvision.io/

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act and other securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking statements. Such expectations, beliefs and projections are expressed in good faith. For example, Rail Vision is using forward-looking statements when it discusses how Rail Vision and Quantum Transportation aim to combine quantum-AI based intellectual property protection and innovation with Rail Vision’s advanced vision and railway-safety technologies and how the strategic combination is expected to create meaningful technological synergies, enhance Rail Vision’s current and future product lines, accelerate innovation, and support long-term value creation for stakeholders. However, there can be no assurance that management’s expectations, beliefs and projections will be achieved, and actual results may differ materially from what is expressed in or indicated by the forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the forward-looking statements. For a more detailed description of the risks and uncertainties affecting the Company, reference is made to the Company’s reports filed from time to time with the Securities and Exchange Commission (“SEC”), including, but not limited to, the risks detailed in the Company’s annual report on Form 20-F filed with the SEC on March 31, 2025. Forward-looking statements speak only as of the date the statements are made. The Company assumes no obligation to update forward-looking statements to reflect actual results, subsequent events or circumstances, changes in assumptions or changes in other factors affecting forward-looking information except to the extent required by applicable securities laws. If the Company does update one or more forward-looking statements, no inference should be drawn that the Company will make additional updates with respect thereto or with respect to other forward-looking statements. References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. Rail Vision is not responsible for the contents of third-party websites.

Contacts

David BenDavid

Chief Executive Officer

Rail Vision Ltd.

15 Ha’Tidhar St

Ra’anana, 4366517 Israel

Telephone: +972- 9-957-7706

Investor Relations:

Michal Efraty

investors@railvision.io

FAQ

What transaction did Rail Vision (RVSN) announce in this Form 6-K?

Rail Vision announced that it has completed a strategic acquisition of a 51% ownership interest in Quantum Transportation Ltd., giving it majority ownership and control of the company.

How did Rail Vision (RVSN) pay for its 51% stake in Quantum Transportation?

Rail Vision issued 2,982,710 ordinary shares, representing approximately 4.99% of its issued and outstanding share capital as of the signing date and prior to the issuance, to certain former Quantum Transportation shareholders in exchange for their 51% ownership.

What additional financing did Rail Vision (RVSN) provide to Quantum Transportation?

Upon closing, Rail Vision extended to Quantum Transportation a convertible loan facility of up to $700,000, bearing interest at an annual rate of 8%, to be disbursed in tranches to support Quantum Transportation’s operations and development roadmap.

What technology does Quantum Transportation contribute to Rail Vision (RVSN)?

Quantum Transportation holds an exclusive sub license, for rail technologies and platforms, to an innovative pending patent application in quantum error correction owned by Ramot, addressing real-time decoding of surface code errors for scalable, fault-tolerant quantum computing.

How does Rail Vision (RVSN) expect this acquisition to benefit its business?

Rail Vision states that combining Quantum Transportation’s quantum-AI based intellectual property and innovation with its own railway-safety technologies is expected to create technological synergies, enhance current and future product lines, accelerate innovation, and support long-term value creation for stakeholders.

What type of company is Rail Vision (RVSN)?

Rail Vision describes itself as a development stage technology company seeking to revolutionize railway safety and the data-related market using artificial intelligence-based, industry-leading technology designed for railways, with potential applications toward autonomous trains.