STOCK TITAN

Virtuix (NASDAQ: VTIX) lowers warrant exercise price and schedules FY 2026 results call

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Virtuix Holdings Inc. amended multiple warrants held by Streeterville Capital to buy Class A common stock. The amendments reduce the exercise price from $6.00 to $4.00 per warrant share and extend the reduced pricing period through the warrants’ July 27, 2026 expiration, although the company can end this period with two trading days’ notice, after which pricing reverts to the Nasdaq Valuation Price in the original warrants.

The company also announced it will hold a conference call on June 25, 2026 at 8:30 a.m. Eastern time to discuss results for the fiscal year ended March 31, 2026 and provide a business update.

Positive

  • None.

Negative

  • None.

Insights

Virtuix reprices key investor warrants and schedules a full-year results call.

The warrant amendments lower the exercise price from $6.00 to $4.00 per share and keep this reduced price in place until July 27, 2026. This may make warrant exercises more attractive, potentially influencing future share issuance and cash inflows.

The company retained flexibility by allowing itself to terminate the reduced pricing with two trading days’ notice, after which the exercise price reverts to the Nasdaq Valuation Price defined in the original warrants. Separately, a fiscal year 2026 results call on June 25, 2026 will provide more detail on operating performance and outlook.

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 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Prior warrant exercise price $6.00 per warrant share Reduced Exercise Price Period before new amendments
New warrant exercise price $4.00 per warrant share Applies during Reduced Exercise Price Period after amendments
Warrant expiration date July 27, 2026 End of Reduced Exercise Price Period unless terminated earlier
Conference call date June 25, 2026 Fiscal year 2026 results and business update call
Conference call time 8:30 a.m. Eastern Scheduled start time for fiscal 2026 call
U.S. dial-in number 1-877-425-9470 Access number for conference call
International dial-in number 1-201-389-0878 International access for conference call
Replay end date July 9, 2026 End of telephone replay availability for the call
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 financial
"entered into amendments to each of the following warrants to purchase shares"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
Reduced Exercise Price Period financial
"extend the Reduced Exercise Price Period to the expiration date of the warrants"
Nasdaq Valuation Price financial
"exercise price will revert to the Nasdaq Valuation Price as set forth in the applicable original warrant"
Regulation FD Disclosure regulatory
"Item 7.01. Regulation FD Disclosure."
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.
forward-looking statements regulatory
"This press release contains “forward-looking statements” within the meaning of Section 27A"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
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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 1, 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 1, 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 and extending the Reduced Exercise Price Period (as defined below) 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 $6.00 per Warrant share. The Warrant Amendments amend the exercise price to $4.00 per Warrant share and extend the Reduced Exercise Price Period to the expiration date of the warrants of 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 7.01. Regulation FD Disclosure.

 

On June 2, 2026, the Company issued a press release (the “Press Release”) announcing that it will host a conference call on June 25, 2026, at 8:30 a.m. Eastern time to discuss the Company’s results for the fiscal year ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Item 7.01, including Exhibit 99.1, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

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 1, 2026
4.2   Amendment to Warrant to Purchase Shares of Class A Common Stock (Second Debt Financing Warrant), dated June 1, 2026
4.3   Amendment to Warrant to Purchase Shares of Class A Common Stock (Third Debt Financing Warrant), dated June 1, 2026
99.1   Press Release, dated June 2, 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 2, 2026

 

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

 

 

2

 

 

 

Exhibit 99.1

 

 

Virtuix to Host Fiscal Year 2026 Results Conference Call on Thursday, June 25, 2026, at 8:30 a.m. Eastern Time

 

AUSTIN, TEXAS – June 2, 2026 – Virtuix Inc. (NASDAQ: VTIX), a leading developer of AI-driven, full-body virtual reality systems, will hold a conference call on Thursday, June 25, 2026, at 8:30 a.m. Eastern time to discuss its results for the fiscal year 2026 ended March 31, 2026. Virtuix will provide an update on the company’s accelerating momentum across its consumer, defense, and international growth initiatives, including recent milestones in AI-driven military simulation and progress on key strategic initiatives expected to support future growth. A press release detailing these results will be issued prior to the call.

 

Jan Goetgeluk, Virtuix’s Chief Executive Officer and Chairman, and Thomas McGinnis, Chief Financial Officer, will host the conference call and present a detailed overview of the company’s fiscal year performance, recent commercial traction, outlook for fiscal year 2027, and key growth initiatives across consumer gaming, defense training, and healthcare applications designed to support long-term shareholder value creation. The presentation will be followed by a question-and-answer period.

 

“We expect to report meaningful growth in our consumer business, reflecting continued demand for our immersive technology platform,” said Thomas McGinnis, CFO of Virtuix. “Together with the traction we are seeing across our expanding defense business, we believe Virtuix is entering the new fiscal year with strong operational momentum.”

 

To access the call, please use the following information:

 

Date: Thursday, June 25, 2026
Time: 8:30 a.m. Eastern time (5:30 a.m. Pacific time)
Dial-in: 1-877-425-9470
International Dial-in: 1-201-389-0878
Conference Code: 13760097
Webcast: https://viavid.webcasts.com/starthere.jsp?ei=1766022&tp_key=b6a9b62346

 

A telephone replay will be available approximately three hours after the call and will run through July 9, 2026, by dialing 1-844-512-2921 from the U.S., or 1-412-317-6671 from international locations, and entering replay pin number: 13760997. The replay can also be viewed through the webcast link above, and the presentation utilized during the call will be available on the Company’s investor relations website here.

 

About Virtuix

 

Virtuix Inc. (NASDAQ: VTIX) is a leading manufacturer of AI-driven, full-body virtual reality systems for consumer, enterprise, healthcare, and defense markets. The company’s premier portfolio of “Omni” omni-directional treadmills enables users to walk and run in 360 degrees inside video games and other immersive virtual reality applications. With a commitment to innovation, Virtuix continues to push the boundaries of XR, spatial computing, and AI-driven immersive experiences. 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
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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

 

 

 

FAQ

What warrant changes did Virtuix Holdings (VTIX) disclose in this 8-K?

Virtuix amended several warrants held by Streeterville Capital, cutting the exercise price from $6.00 to $4.00 per share and extending the reduced pricing period through July 27, 2026, while keeping all other warrant terms unchanged.

How long will the reduced $4.00 warrant exercise price at Virtuix (VTIX) apply?

The reduced $4.00 exercise price applies through the warrants’ expiration on July 27, 2026. However, Virtuix can terminate this Reduced Exercise Price Period at any time with two trading days’ written notice, after which the price reverts to the Nasdaq Valuation Price.

Who is the warrant investor mentioned in Virtuix Holdings (VTIX) 8-K filing?

The amended warrants to purchase Class A common stock are held by Streeterville Capital, LLC. Virtuix and this investor agreed to lower the warrant exercise price and extend the reduced pricing period while leaving other warrant terms in full force and effect.

When is Virtuix Holdings (VTIX) fiscal 2026 earnings conference call?

Virtuix plans a conference call on Thursday, June 25, 2026 at 8:30 a.m. Eastern time to discuss results for the fiscal year ended March 31, 2026 and provide updates on consumer, defense, and international growth initiatives.

How can investors access the Virtuix (VTIX) June 25, 2026 conference call?

The call can be accessed by dialing 1-877-425-9470 in the U.S. or 1-201-389-0878 internationally, using conference code 13760097, or via webcast at the provided link. A telephone replay will be available through July 9, 2026.

What topics will Virtuix Holdings (VTIX) cover on the fiscal 2026 call?

Management plans to review fiscal year 2026 performance, discuss “accelerating momentum” across consumer, defense, and international initiatives, and provide an outlook for fiscal 2027, including commercial traction and growth plans in gaming, defense training, and healthcare virtual reality applications.

Filing Exhibits & Attachments

7 documents