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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):
May 5, 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 8.01. Other Events.
On May 5, 2026, Virtuix Holdings Inc. (the “Company”)
issued a press release (the “Press Release”) announcing an update on the Company’s business developments. A copy of
the Press Release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
On May 7, 2026, the Company issued a press release
(the “Second Press Release”) announcing an update on the Company’s business developments. A copy of the Second Press
Release is attached hereto as Exhibit 99.2 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 99.1 |
|
Press Release dated May 5, 2026. |
| 99.2 |
|
Press Release dated May 7, 2026. |
| 104 |
|
Cover Page Interactive File (the cover page XBRL tags are embedded in the Inline XBRL document) |
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: May 7, 2026
| |
VIRTUIX HOLDINGS INC. |
| |
|
|
| |
By: |
/s/ Jan Goetgeluk |
| |
|
Jan Goetgeluk |
| |
|
Chief Executive Officer |
| |
|
(Principal Executive Officer) |
2
Exhibit 99.1

Virtuix to Lead Infantry Training Project
for U.S. Marine Corps

Multi-User VR Training System Will Incorporate
Four Omni One Treadmills and
Representative Weapons for Infantry Fire Team Drills
Program Highlights Growing Demand for Full-Body VR Training
Across the U.S. Military
AUSTIN, TEXAS – May 5, 2026 –
Virtuix Inc. (NASDAQ: VTIX), a leading developer of full-body virtual reality (VR) systems, today announced that the U.S. Marine Corps
Training and Education Command (“TECOM”) is collaborating with Virtuix, through its strategic partner KBR, as the lead integrator
for the operational assessment of a multi-user virtual infantry training system. The project will incorporate four Omni One omni-directional
treadmills, enabling a fire team of four Marines to walk, run, crouch, and maneuver together without boundaries in a shared virtual environment.
By adding natural movement, the system aims to
replicate the physical and cognitive demands of real-world combat situations. In the training scenario, a four-person infantry fire team,
equipped with representative weapons, will move tactically to engage an enemy position. The system will also include a trainer workstation,
allowing instructors to design and execute custom scenarios and conduct detailed after-action reviews.
“Realistic simulation of movement on foot is fundamental
to effective training,” said Colonel Walt Yates (U.S. Marine Corps, Retired). “The ability for Marines to physically maneuver
together in a virtual environment—walking, communicating, and reacting as a team—represents a major step forward in training
capability. We want to provide Marines or Soldiers on a mission with a sense of déjà vu about where they are and where
they are going.”
Virtuix’s 360-degree treadmill technology
enables users to physically move in every direction without boundaries, instead of relying on joysticks or teleportation mechanics. This
approach builds muscle memory and improves situational awareness—key elements for effective infantry training where coordinated
movement and spatial orientation are critical.
The training system is expected to be delivered
to TECOM in the fourth calendar quarter of this year. If successful, the project could be expanded and deployed to Marine Corps training
centers nationwide, supporting broader adoption of VR-based infantry training.
This program builds on Virtuix’s growing
traction within the U.S. defense sector. The Company has sold systems to the U.S. Army, Air Force, and Marine Corps, and recently entered
into a development agreement with the U.S. Navy. These engagements highlight the increasing demand for immersive, full-body training
solutions across multiple branches of the U.S. military.
Investor Webinar
Virtuix Chief Executive Officer Jan Goetgeluk
will host an investor webinar on Friday, May 8, 2026, at 11:00am ET to discuss the company’s recent commercial successes and developments.
To attend or watch a replay, please sign up here.
About Virtuix
Virtuix Inc. (NASDAQ: VTIX) is a leading manufacturer
of full-body virtual reality systems for consumer, enterprise, and defense markets. The company’s premier portfolio of “Omni”
omni-directional treadmills enables players to walk and run in 360 degrees inside video games and other virtual reality applications.
With a commitment to innovation, Virtuix continues to push the boundaries of XR and AI, delivering immersive experiences to users worldwide.
For more information, visit virtuix.com.
Please visit the Company’s new Investor Relations website at
invest.virtuix.com.
Cautionary Note Regarding Forward-Looking
Statements
This press release contains “forward-looking
statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. Forward-looking statements include, but are not limited to, statements concerning plans, objectives, goals,
strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical
facts. When the Company uses words such as “may,” “will,” “intend,” “should,” “believe,”
“expect,” “anticipate,” “project,” “estimate,” “could,” “would,”
“potential” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements.
Forward-looking statements in this press release include, without limitation, statements regarding the Company’s plans to pursue
strategic acquisitions, the potential benefits of any such acquisition, the expected synergies, the potential impact on revenues or shareholder
value, and the Company’s position in the defense training market. Forward-looking statements are not guarantees of future performance
and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed
in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the Company’s
ability to identify, negotiate, and complete acquisitions on favorable terms or at all; the ability to successfully integrate any acquired
business; risks related to government contracting, including contract cancellations, modifications, or funding changes; the uncertainties
related to market conditions; and other factors discussed in the “Risk Factors” section of the Company’s registration
statement filed with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking
statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for
review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or
circumstances that arise after the date hereof.
Visit Us on Social Media:
LinkedIn
Instagram
Facebook
YouTube
TikTok
X
Company Contact
Lauren Premo
Virtuix Inc.
press@virtuix.com
Investor Relations Contact
Chris Tyson
MZ Group
Direct: 949-491-8235
VTIX@mzgroup.us
Exhibit 99.2

Virtuix Forms Special Committee to Pursue
Strategic Acquisitions in
Defense Training Market
Board-Led Initiative Aims to Accelerate
Revenue Growth and Expand Government
Contract Access Following Growing Momentum in Defense Sector
Committee Is Evaluating Targets
Offering Contract Vehicles, Past Performance, and
Synergistic Capabilities
AUSTIN, TEXAS – May 7, 2026 – Virtuix
Holdings Inc. (NASDAQ: VTIX), a leading developer of full-body virtual reality (VR) systems, today announced that its Board of Directors
has formed a special committee to evaluate potential acquisitions in the defense training and simulation industry. The committee is actively
reviewing multiple acquisition opportunities, including targets in advanced-stage discussions, with a focus on companies that provide
immediate access to government contract vehicles and recurring defense revenues in the $10M-$50M range.
The initiative reflects Virtuix’s growing
momentum in the defense sector and its commitment to scaling its Virtual Terrain Walk (“VTW”) and Omni technology platforms
across the U.S. military and allied forces. The Company is prioritizing acquisitions that it believes can accelerate its revenue scale
in 2026 and enhance its position in AI-driven immersive training solutions.
The Board believes that a strategic
acquisition in the defense training space could provide several key benefits in addition to boosting revenues, including positioning
Virtuix to expand into larger multi-year contracts, acquiring valuable “past performance” credentials that are critical
for winning large government contracts, and gaining access to established sales channels and contract vehicles across all branches
of the U.S. military. Additionally, Virtuix believes there may be meaningful synergies between its 360-degree movement technology
and the capabilities of potential acquisition targets, including opportunities for cross-selling, enhanced training solutions, and
more competitive contract bids. Virtuix is integrating AI-driven adaptive simulation and real-time performance analytics into its VR
training environments, an area of increasing demand across U.S. defense programs.
“We are seeing increasing demand for immersive
and AI-enhanced training solutions across the defense sector, and we believe strategic acquisitions can significantly accelerate our revenue
scale and government contracting capabilities.,” said Jan Goetgeluk, Chief Executive Officer of Virtuix. “Given our current
revenue multiple, we believe a transaction would be highly accretive to our shareholders.”
The formation of the special committee
builds on Virtuix’s expanding footprint in the defense market. The Company has already sold systems to the U.S. Army and Air
Force, entered into a development agreement with the U.S. Navy, and recently announced it was selected as the lead integrator on the
development of a VR training system for the U.S. Marine Corps. These engagements underscore the growing demand for immersive,
movement-based training solutions. The global military simulation and immersive training market continues to expand rapidly as
defense agencies increase investment in AI-enabled readiness technologies.
Management will provide additional details on
its acquisition strategy during an investor webinar this Friday, May 8, 2026, at 11:00am ET. There can be no assurance that Virtuix will
identify or consummate any acquisition on favorable terms, or at all.
Investor Webinar
Virtuix Chief Executive Officer Jan Goetgeluk
will host an investor webinar on Friday, May 8, 2026, at 11:00am ET to discuss the company’s growth strategy, business model, and
recent commercial successes and developments. To attend or watch a replay, please sign up here.
About Virtuix
Virtuix Holdings Inc. (NASDAQ: VTIX) is a leading
manufacturer of full-body virtual reality systems for consumer, enterprise, and defense markets. The company’s premier portfolio
of “Omni” omni-directional treadmills enables players to walk and run in 360 degrees inside video games and other virtual
reality applications. With a commitment to innovation, Virtuix continues to push the boundaries of XR and AI, delivering immersive experiences
to users worldwide. For more information, visit virtuix.com.
Please visit the Company’s new Investor Relations website at
invest.virtuix.com.
Cautionary Note Regarding Forward-Looking
Statements
This press release contains “forward-looking
statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. Forward-looking statements include, but are not limited to, statements concerning plans, objectives, goals, strategies,
future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When
the Company uses words such as “may,” “will,” “intend,” “should,” “believe,”
“expect,” “anticipate,” “project,” “estimate,” “could,” “would,”
“potential” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements.
Forward-looking statements in this press release include, without limitation, statements regarding the Company’s plans to pursue
strategic acquisitions, the potential benefits of any such acquisition, the expected synergies, the potential impact on revenues or shareholder
value, and the Company’s position in the defense training market. Forward-looking statements are not guarantees of future performance
and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed
in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the Company’s
ability to identify, negotiate, and complete acquisitions on favorable terms or at all; the ability to successfully integrate any acquired
business; risks related to government contracting, including contract cancellations, modifications, or funding changes; the uncertainties
related to market conditions; and other factors discussed in the “Risk Factors” section of the Company’s registration
statement filed with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking
statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for
review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances
that arise after the date hereof.
Visit Us on Social Media:
LinkedIn
Instagram
Facebook
YouTube
TikTok
X
Company Contact
Lauren Premo
Virtuix Inc.
press@virtuix.com
Investor Relations Contact
Chris Tyson
MZ Group
Direct: 949-491-8235
VTIX@mzgroup.us