Virtuix cuts warrant exercise price to $3.00

Virtuix Holdings Inc. entered into amendments with Streeterville Capital, LLC to change the exercise price on certain existing warrants for Class A Common Stock during a previously established reduced-price period.

Rhea-AI Filing Summary

Virtuix Holdings Inc. entered into amendments with Streeterville Capital, LLC to change the exercise price on certain existing warrants for Class A Common Stock during a previously established reduced-price period. The exercise price, which had been set at $4.00 per warrant share, is now $3.00 per warrant share while this Reduced Exercise Price Period remains in effect.

The warrants continue to expire on July 27, 2026, and all other terms remain unchanged. Virtuix may end the Reduced Exercise Price Period at any time by giving two trading days’ prior written notice, after which the exercise price reverts to the Nasdaq Valuation Price defined in the original warrants.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Key Figures

Prior reduced exercise price: $4.00 per warrant share New reduced exercise price: $3.00 per warrant share Warrant expiration date: July 27, 2026 +1 more

4 metrics

Prior reduced exercise price $4.00 per warrant share Reduced Exercise Price Period before amendment

New reduced exercise price $3.00 per warrant share Reduced Exercise Price Period after June 29, 2026 amendment

Warrant expiration date July 27, 2026 Expiration for the amended warrants

Notice period to end reduced pricing Two trading days Prior written notice required to terminate Reduced Exercise Price Period

Key Terms

Material Definitive Agreement, warrants to purchase shares of Class A Common Stock, Reduced Exercise Price Period, Nasdaq Valuation Price, +1 more

5 terms

Material Definitive Agreement regulatory

"Item 1.01. Entry into a Material Definitive Agreement."

A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.

warrants to purchase shares of Class A Common Stock financial

"warrants to purchase shares of Class A Common Stock (collectively, the “Warrant Amendments”)"

Reduced Exercise Price Period financial

"a reduced exercise price period (the “Reduced Exercise Price Period”) during which the exercise price was amended"

Nasdaq Valuation Price financial

"exercise price will revert to the Nasdaq Valuation Price as set forth in the applicable original warrant"

Emerging Growth Company regulatory

"Emerging Growth Company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What change did Virtuix Holdings (VTIX) make to its warrants?

Virtuix reduced the exercise price on certain warrants from $4.00 to $3.00 per share during an existing Reduced Exercise Price Period. All other warrant terms remain in effect, including the original expiration date.

Who is the counterparty to Virtuix Holdings’ amended warrants?

The amended warrants are held by Streeterville Capital, LLC. Virtuix and Streeterville agreed to lower the warrant exercise price during the Reduced Exercise Price Period while keeping the other key warrant terms unchanged.

How long do the amended Virtuix (VTIX) warrants remain outstanding?

The warrants affected by the amendments continue to expire on July 27, 2026. The amendment only adjusts the exercise price during the Reduced Exercise Price Period and does not extend the warrants’ original expiration date.

Can Virtuix Holdings change the reduced warrant exercise price period early?

Yes. Virtuix may terminate the Reduced Exercise Price Period at any time by giving two trading days’ prior written notice to the investor, after which the exercise price reverts to the Nasdaq Valuation Price in the original warrants.

What happens to the Virtuix warrant price after the Reduced Exercise Price Period ends?

After the Reduced Exercise Price Period ends or is terminated by Virtuix, the warrant exercise price will revert to the Nasdaq Valuation Price as defined in the original warrant documents, rather than the temporary $3.00 level.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/30/2026 - 09:15 AM Learn about SEC filing dates

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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): June 29, 2026

VIRTUIX HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Delaware		001-43067		46-4371395
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

11500 Metric Blvd, Suite 430 Austin, TX		78758
(Address of principal executive offices)		(Zip Code)

(512) 947-9029

 Registrant’s telephone number, including area code:

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 (see General Instruction A.2. below):

☐ 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 Class		Trading Symbol		Name of Exchange On Which Registered
Common Stock		VTIX		Nasdaq Global Market

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 1.01. Entry into a Material Definitive Agreement.

On June 29, 2026, Virtuix Holdings Inc. (the “Company”) entered into amendments to each of the following warrants to purchase shares of Class A Common Stock (collectively, the “Warrant Amendments”) with Streeterville Capital, LLC (the “Investor”) amending the exercise price to each such warrant:

● Amendment to the Equity Financing Warrant issued pursuant to the Securities Purchase Agreement dated August 25, 2025 (the “Equity Financing Warrant”);

● Amendment to the Warrant to Purchase Shares of Class A Common Stock, dated as of October 30, 2025 (the “Second Debt Financing Warrant”); and

● Amendment to the Warrant to Purchase Shares of Class A Common Stock, dated as of December 19, 2025 (the “Third Debt Financing Warrant”).

Each of the warrants listed above was previously amended to establish a reduced exercise price period (the “Reduced Exercise Price Period”) during which the exercise price was amended to $4.00 per Warrant share. The Warrant Amendments amend the exercise price to $3.00 per Warrant share. The Reduced Exercise Price Period was unchanged, and the expiration date of the warrants remains July 27, 2026. Notwithstanding the foregoing, the Company may terminate the Reduced Exercise Price Period at any time upon two (2) trading days’ prior written notice to the Investor, whereupon the exercise price will revert to the Nasdaq Valuation Price as set forth in the applicable original warrant.

All other terms and conditions of the warrants remain unchanged and in full force and effect.

The foregoing description of the Warrant Amendments does not purport to be complete and is qualified in its entirety by reference to the full text of each Warrant Amendment, copies of which are filed as Exhibits 4.1, 4.2 and 4.3 to this Current Report on Form 8-K and are incorporated herein by reference.

Item 9.01 Financial Statements, Pro Forma Financial Information, and Exhibits.

(d) Exhibits

4.1		Amendment to Warrant to Purchase Shares of Class A Common Stock (Equity Financing Warrant), dated June 29, 2026
4.2		Amendment to Warrant to Purchase Shares of Class A Common Stock (Second Debt Financing Warrant), dated June 29, 2026
4.3		Amendment to Warrant to Purchase Shares of Class A Common Stock (Third Debt Financing Warrant), dated June 29, 2026
104		Cover Page Interactive File (the cover page XBRL tags are embedded in the Inline XBRL document).

1

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 hereunto duly authorized.

Dated: June 30, 2026

	VIRTUIX HOLDINGS INC.
	By:	/s/ Jan Goetgeluk
		Jan Goetgeluk
		Chief Executive Officer
		(Principal Executive Officer)

2

Filing Exhibits & Attachments

6 documents

Other Documents

• EX-4.1 AMENDMENT TO WARRANT TO PURCHASE SHARES OF CLASS A COMMON STOCK (EQUITY FINANCIN 12.9 KB
• EX-4.2 AMENDMENT TO WARRANT TO PURCHASE SHARES OF CLASS A COMMON STOCK (SECOND DEBT FIN 13.1 KB
• EX-4.3 AMENDMENT TO WARRANT TO PURCHASE SHARES OF CLASS A COMMON STOCK (THIRD DEBT FINA 13.0 KB
• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB