SaverOne (Nasdaq: SVRE) and VisionWave close first stage of $7M RF defense collaboration

Rhea-AI Filing Summary

SaverOne 2014 Ltd. completed the first stage of its strategic equity exchange and collaboration with VisionWave Holdings. This initial closing launches a multi-stage deal under which, after all stages, VisionWave is expected to beneficially own about 51% of SaverOne’s fully diluted ordinary shares, while SaverOne will hold VisionWave common stock valued at $7 million, subject to a value protection mechanism.

At the first stage, VisionWave issued 365,610 restricted common shares to SaverOne, valued at approximately $2.75 million based on a $7.5031 volume-weighted price. In return, SaverOne issued 148,584 restricted ADSs, representing 6,418,828,800 ordinary shares, equal to 19.99% of SaverOne’s fully diluted share capital as of the agreement’s effective date. SaverOne also received a non-exclusive license to VisionWave RF-related intellectual property to support RF-focused defense and military technology. The partnership aims to integrate SaverOne’s RF sensing into VisionWave’s defense and security platform for applications such as counter‑drone detection, threat identification, infrastructure protection and urban situational awareness.

Insights

Cross-border M&A and strategic partnerships analyst

SaverOne trades a 19.99% stake and future control path for VisionWave equity and RF defense positioning.

The staged equity exchange gives VisionWave a path to approximately 51% beneficial ownership of SaverOne, while SaverOne is slated to receive VisionWave common stock valued at up to $7 million. The first stage delivered about $2.75 million in VisionWave restricted shares in exchange for 148,584 SaverOne ADSs representing 19.99% of SaverOne’s fully diluted share capital.

This structure effectively starts a change-of-control trajectory over multiple closings, aligning SaverOne with VisionWave’s defense and security focus. SaverOne also obtained a non-exclusive license to VisionWave RF-related intellectual property, supporting RF-focused defense and military initiatives. A value protection mechanism requires VisionWave to issue additional stock or pre-funded warrants if its share price falls more than 10% within ten trading days after issuance, preserving the agreed economic value for SaverOne within Nasdaq constraints.

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 March 2026 (Report No. 2)

Commission file number: 001-41387 

SaverOne 2014 Ltd.

(Translation of registrant’s name into English)

Em Hamoshavot Rd. 94

Petah Tikvah, 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 ☐

The disclosure in this Form 6-K is hereby incorporated by reference into the registrant’s Registration Statements on Form S-8 (File No. 333-274455) and Form F-3 (File No. 333-274458, 333-263338 and 333-269260), 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.

CONTENTS

On March 5, 2026, SaverOne 2014 Ltd. (the “Company”) completed the initial closing (the “Stage 1 Closing”) under the Exchange Agreement, dated as of January 26, 2026 (the “Exchange Agreement”) by and between the Company and VisionWave Holdings, Inc. (the “VisionWave”).

As previously disclosed in the Company’s report on Form 6-K filed with the Securities and Exchange Commission on January 26, 2026, the Exchange Agreement provides for a staged equity exchange and strategic collaboration, pursuant to which, upon completion of all stages, VisionWave will beneficially own approximately 51% of SaverOne’s issued and outstanding ordinary shares (on a fully diluted basis, excluding certain dilutive effects), and SaverOne will own shares of the Company’s common stock having an aggregate value of $7 million (subject to a value protection mechanism). The transactions also include the grant by the Company to SaverOne of a non-exclusive license to certain of the Company’s RF-related intellectual property to support the development of the Company’s RF-focused defense and military technology initiatives.

At the Stage 1 Closing, VisionWave issued to the Company 365,610 shares of VisionWave’s restricted shares of common stock (the “Stage 1 VisionWave Shares”) having an aggregate value of approximately $2.75 million, calculated based on the VWAV Average Price (as defined in the Exchange Agreement) of $7.5031 per share. In exchange, SaverOne will issue to the Company148,584 restricted ADSs (representing 6,418,828,800 restricted ordinary shares) representing 19.99% of SaverOne’s issued and outstanding share capital as of the effective date of the Exchange Agreement (calculated on a fully diluted basis, excluding any dilutive effects from future issuances unrelated to the Exchange Agreement). In order to preserve the agreed economic value of the Stage 1 VisionWave Shares, in the event that the market price of the VisionWave common stock declines by more than 10% from the VWAP price for any stage during the ten (10) trading days following issuance, then VisionWave undertook to issue additional VisionWave common stock or pre-funded warrant to make up the shortfall, subject to compliance with Nasdaq rules.

The foregoing description of the Stage 1 Closing and the Exchange Agreement does not purport to be complete and is qualified in its entirety by reference to the Exchange Agreement, a copy of which is filed as an exhibit to this report on Form 6-K which was filed on January 26, 2026.

On March 10, 2026, the Company issued a press release announcing the Stage 1 Closing. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

1

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press released titled: “SaverOne and VisionWave Complete the First Stage of their Strategic Transaction to Advance an RF Defense Platform”

2

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.

Date: March 10, 2026	SAVERONE 2014 LTD.
	By:	/s/ Ori Gilboa
	Name:	Ori Gilboa
	Title:	Chief Executive Officer

3

Exhibit 99.1

SaverOne and VisionWave Complete the First Stage of their Strategic Transaction to Advance an RF Defense Platform

Initial $2.75 million investment completed as part of up to $7 million strategic transaction; Agreement includes RF technology collaboration expanding SaverOne’s platform into defense and security markets

Petah Tikvah, Israel, March 10, 2026 (GLOBE NEWSWIRE) -- SaverOne 2014 Ltd. (Nasdaq: SVRE, TASE: SVRE), a technology company specializing in advanced transportation safety and RF-based solutions, today announced the completion of the first stage in its strategic transaction with VisionWave Holdings, Inc. (Nasdaq: VWAV), a multi-domain technology company building next-generation autonomous robotics, RF imaging, and AI-driven sensing.

The completion of the first stage marks the formal launch of the companies’ strategic collaboration to integrate SaverOne’s RF sensing technologies into VisionWave’s evolving multi-domain defense and security platform. As part of this initial stage, SaverOne received a full license to use intellectual property related to VisionWave’s defense products. Concurrently, VisionWave acquired a 19.99% equity stake in SaverOne and SaverOne received approximately $2.75 million in VisionWave equity.

The collaboration is intended to address a growing global need for RF-based detection, sensing and locating solutions for defense, homeland security and critical infrastructure applications, especially where visibility is limited or conventional optical systems are less effective. The companies plan to jointly advance the integration and commercialization of these solutions for mission-critical defense and security use cases.

Recent real-world demonstrations of SaverOne’s RF sensing technologies showed capabilities including the detection of wireless signal activity and pedestrian presence in limited-visibility and non-line-of-sight scenarios. Both companies believe these capabilities can complement conventional sensing systems in applications such as counter-drone detection, threat identification, infrastructure protection, urban situational awareness and autonomous systems.

Ori Gilboa, Chief Executive Officer of SaverOne, commented: “We are pleased to announce the successful completion of the first stage of our strategic transaction with VisionWave. This marks an important step in expanding SaverOne’s RF technology into defense, homeland security and critical infrastructure markets. We believe this collaboration can open meaningful new market opportunities for SaverOne and accelerate the commercialization of advanced RF-based defense applications.”

Douglas Davis, Executive Chairman of VisionWave, said: “The completion of the first stage of this transaction represents an important milestone in VisionWave’s strategy to build an integrated sensing and autonomy technology platform.”

 

About SaverOne

SaverOne is a technology company that designs, develops, and commercializes OEM and aftermarket solutions and technologies to lower the risk of and prevent vehicle accidents.

SaverOne’s advanced solutions for saving lives on the road are powered by a patented AI technology that detects, locates and analyzes cell phone RF signals. The combination of proprietary hardware, software and algorithms serves as a blueprint for our innovative product lines.

SaverOne’s initial product line is a suite of solutions that saves lives by preventing car accidents resulting from distraction from using mobile phones while driving. SaverOne is also developing a sensor system for early location and direction detection under all visibility conditions of vulnerable road users (VRU) through their cellphone footprint.

Learn more at https://saver.one/

About VisionWave

VisionWave Holdings, Inc. (NASDAQ: VWAV) is focused on advanced sensing, autonomy, and AI-driven systems for defense and security applications. VisionWave Holdings. develops proprietary radio-frequency sensing and imaging technologies designed to enable real-time detection, decision support, and situational awareness across complex operational environments.

Forward Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act and other securities laws that are subject to substantial risks and uncertainties. All statements, besides those of historical fact, contained in this press release are forward-looking. Forward-looking statements contained in this press release include but are not limited to, statements regarding SaverOne’s strategic and business plans, technology, relationships, objectives, and expectations for its business, the impact of trends on and interest in its business, intellectual property or product and its future results, operations, and financial performance and condition and may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will” “would,” or the negative of these words or other similar expressions. However, not all forward-looking statements contain these words. Forward-looking statements are based on SaverOne’s current expectations and are subject to inherent uncertainties, risks, and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions about future events that may not prove accurate. Many factors could cause SaverOne’s actual activities or results to differ materially from those anticipated in such forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied in such forward-looking statements include, but are not limited to: our success in in integrating VisionWave’s technology and developing and expanding our RF capabilities into the defense and security markets; VisionWave’s ability to complete the proposed equity issuances in compliance with applicable securities laws and Nasdaq rules; potential delays or failures in achieving the specified milestones; market acceptance of any future defense related products; SaverOne’s planned level of revenues and capital expenditures and its ability to continue as a going concern; SaverOne’s ability to maintain its listing on the Nasdaq Capital Market;  SaverOne’s plans to continue to invest in research and development to develop technology for both existing and new products; SaverOne’s intention to advance its technologies and commercialization efforts in Europe and globally; acceptance of its business model by investors; the ability to correctly identify and enter new markets; the impact of competition and new technologies; general market, political and economic conditions in the countries in which SaverOne operates; projected capital expenditures and liquidity; SaverOne’s intention to retain key employees, and its belief that it will maintain good relations with all employees; as well as other risks and uncertainties, including, but not limited to, the risks detailed in the Company’s Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 21, 2025  and in subsequent filings with the SEC. Forward-looking statements in this announcement are made as of this date, and SaverOne undertakes no duty to update such information except as required under applicable law.

International Investor Relations Contact:

Ehud Helft

+1 212 378 8040

saverone@ekgir.com

FAQ

What did SaverOne (SVRE) announce in its March 2026 Form 6-K?

SaverOne reported completion of the first stage of a staged equity exchange and strategic collaboration with VisionWave. This initial closing launches a multi-step transaction combining equity stakes and RF technology licensing aimed at defense, homeland security, and critical infrastructure applications using RF-based sensing and detection solutions.

How much equity did SaverOne receive from VisionWave in the first stage?

SaverOne received 365,610 restricted VisionWave common shares with an aggregate value of about $2.75 million. The value was calculated using a VWAP-based price of $7.5031 per share, providing SaverOne with a meaningful initial equity position in VisionWave’s defense and security technology platform.

What stake did VisionWave acquire in SaverOne through this initial closing?

VisionWave acquired 148,584 restricted SaverOne ADSs, representing 6,418,828,800 ordinary shares. This equals 19.99% of SaverOne’s issued and outstanding share capital on a fully diluted basis as of the agreement’s effective date, excluding future issuances unrelated to the strategic exchange transaction between the companies.

What is the total potential size of the SaverOne–VisionWave strategic transaction?

Upon completion of all stages, SaverOne is expected to hold VisionWave common stock valued at $7 million. At that point, VisionWave is expected to beneficially own approximately 51% of SaverOne’s fully diluted ordinary shares, reflecting a multi-stage transaction that could result in effective control for VisionWave.

What intellectual property rights did SaverOne obtain from VisionWave?

SaverOne received a non-exclusive license to VisionWave’s RF-related intellectual property associated with its defense products. This license is intended to support SaverOne’s RF-focused defense and military technology initiatives and expand its RF platform into defense, homeland security, and critical infrastructure markets globally.

How does the value protection mechanism in the deal work?

If VisionWave’s common stock price declines by more than 10% from the VWAP used for a stage during the ten trading days after issuance, VisionWave agreed to issue additional stock or pre-funded warrants. This is meant to make up the value shortfall, subject to compliance with Nasdaq rules and regulations.

What markets and applications are targeted by the SaverOne–VisionWave RF collaboration?

The collaboration targets defense, homeland security, and critical infrastructure markets needing RF-based detection and sensing. Applications include counter-drone detection, threat identification, infrastructure protection, urban situational awareness, and autonomous systems where RF sensing can complement or outperform conventional optical systems in limited-visibility conditions.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 PRESS RELEASED TITLED: "SAVERONE AND VISIONWAVE COMPLETE THE FIRST STAGE OF THEI 13.3 KB