Vuzix (VUZI) launches $100M at-the-market share sale with Jefferies

Rhea-AI Filing Summary

Vuzix Corporation entered into a new Open Market Sales Agreement with Jefferies LLC on August 14, 2026, establishing an at the market offering program for its common stock. Sales will be made from time to time at Vuzix’s discretion through Jefferies as sales agent, subject to specified instructions on share amounts, timing, daily limits, and minimum prices.

The program is conducted under an effective Form S-3 registration statement and a prospectus supplement dated August 14, 2026, covering the sale of common shares with an aggregate offering price of up to $100,000,000. Jefferies will receive a commission equal to 3.0% of the aggregate gross proceeds from sales, and Vuzix will reimburse certain expenses and provide customary indemnification. This agreement replaces a prior sales agreement with Jefferies, under which no further sales will be made, and will terminate when all covered shares are sold or upon permitted termination.

Filing Explained

No shares or proceeds are reported yet; future ATM sales would increase shares outstanding and reduce existing holders’ percentage ownership.

This Form 8-K reports Vuzix’s entry into the sales agreement on August 14, 2026; the program is authorized but no share issuance or sale is disclosed as completed. The effective registration statement and prospectus supplement provide capacity for an offering of up to $100 million, not evidence that Vuzix has raised that amount.

An at-the-market program permits gradual sales into the open market at prevailing prices rather than one single priced transaction. If Vuzix sells new common shares under the agreement, the total share count would increase and existing holders’ percentage ownership would decrease absent offsetting changes; the filing makes those sales subject to future company instructions and conditions. Vuzix will pay Jefferies a 3.0% commission on aggregate gross proceeds.

A later 424(b) prospectus supplement would state the final terms of a specific takedown, while subsequent reporting would establish whether shares were actually sold and proceeds received.

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, and exhibit attachments filed with this report.

Key Figures

ATM program size: $100,000,000 aggregate offering price Sales agent commission: 3.0% of aggregate gross proceeds Registration statement number: Form S-3 File No. 333-276997 +1 more

4 metrics

ATM program size $100,000,000 aggregate offering price Maximum aggregate offering price of common shares under the at the market program

Sales agent commission 3.0% of aggregate gross proceeds Commission payable to Jefferies on sales of common shares

Registration statement number Form S-3 File No. 333-276997 Registration statement under which the common shares are offered

Agreement date August 14, 2026 Date Vuzix entered into the new Open Market Sales Agreement with Jefferies

Key Terms

at the market offering, Open Market Sales Agreement, Form S-3, Rule 415(a)(4), +1 more

5 terms

at the market offering financial

"an at the market offering program under which the Company may offer and sell"

An at-the-market offering is a way a company raises cash by selling newly issued shares directly into the open market at prevailing prices, rather than all at once in a single deal. Think of it like turning a faucet on to drip shares into trading at current prices when needed; it gives the company flexibility to raise funds over time but can dilute existing shareholders and potentially affect the stock price, which investors should monitor.

Open Market Sales Agreement financial

"entered into an Open Market Sales (the “Sales Agreement”) with Jefferies LLC"

An open market sales agreement is a contract that lets a shareholder or issuer authorize a broker to sell shares into the public market over time instead of all at once. Think of it like hiring someone to quietly sell items from your garage a little at a time; it provides a controlled way to turn holdings into cash but can increase the number of shares available and put downward pressure on the stock price, so investors watch these agreements for potential impacts on supply and valuation.

Form S-3 regulatory

"pursuant to the Company’s effective registration statement on Form S-3"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

Rule 415(a)(4) regulatory

"deemed to be an “at the market offering” as defined in Rule 415(a)(4)"

Rule 415(a)(4) is a U.S. Securities and Exchange Commission rule that lets a company add more securities to an already effective shelf registration, so those additional shares or bonds can be sold later without filing a completely new registration. For investors it matters because it gives the issuer the flexibility to raise cash quickly—like having an open credit line—while creating the possibility of dilution or changes in supply that can affect share price.

prospectus supplement financial

"and the prospectus supplement dated August 14, 2026, and filed with the U.S. Securities"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

FAQ

What did Vuzix (VUZI) announce regarding new equity sales?

Vuzix entered a new Open Market Sales Agreement with Jefferies LLC to sell common stock through an at the market offering program. Sales may occur from time to time at Vuzix’s discretion, subject to specified instructions and conditions.

How large is Vuzix’s (VUZI) new at-the-market stock program?

The at-the-market program covers common shares with an aggregate offering price of up to $100,000,000. These shares are offered under an effective Form S-3 registration statement and an August 14, 2026 prospectus supplement.

What commission will Jefferies earn under Vuzix’s (VUZI) sales agreement?

Jefferies will receive a commission equal to 3.0% of the aggregate gross proceeds from sales of Vuzix common shares. Vuzix also agreed to reimburse certain expenses and granted Jefferies customary indemnification rights.

Does the new Vuzix (VUZI) agreement replace a prior sales agreement?

Yes. The new Open Market Sales Agreement with Jefferies replaces a prior sales agreement dated February 9, 2024. The company states that no sales will be made under the prior agreement going forward.

When will Vuzix’s (VUZI) at-the-market offering program end?

The offering will terminate upon the earlier of selling all common stock subject to the new Sales Agreement or termination of the agreement as permitted. Termination conditions are defined within the agreement’s terms.

Under what rules is Vuzix’s (VUZI) at-the-market program being conducted?

Sales of common shares are made under an effective Form S-3 registration and an August 14, 2026 prospectus supplement, and qualify as an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act.

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

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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) August 14, 2026

VUZIX CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

001-35955	04-3392453
(Commission File Number)	(IRS Employer Identification No.)

25 Hendrix Road, Suite A

West Henrietta, New York 14586

(Address of principal executive offices)(Zip code)

(585) 359-5900

(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:

¨	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 each class:		Trading Symbol(s)		Name of each exchange on which registered:
Common Stock, par value $0.001		VUZI		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 August 14, 2026, Vuzix Corporation (the “Company”), entered into an Open Market Sales Agreement^SM (the “Sales Agreement”) with Jefferies LLC (“Jefferies”) with respect to an at the market offering program under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.001 per share (the “Common Shares”), subject to certain conditions, through Jefferies as sales agent. This Sales Agreement replaces the prior Sales Agreement entered into between Jefferies and the Company on February 9, 2024, and no sales will be made pursuant to the Prior Sales Agreement. The issuance and sale, if any, of the Common Shares by the Company under the Sales Agreement will be made pursuant to the Company’s effective registration statement on Form S-3 (File No. 333-276997) (the “Registration Statement”) and the prospectus supplement dated August 14, 2026, and filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the “Securities Act”), which relates to the sale of Common Shares having an aggregate offering price of up to $100,000,000.

Pursuant to the Sales Agreement, the Company will notify Jefferies of the number of Common Shares to be issued, the dates on which such sales are anticipated to be made, any limitation on the number of shares to be sold in any one day and any minimum price below which sales may not be made Jefferies may sell the Common Shares by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) of the Securities Act of 1933, as amended. Jefferies will use its commercially reasonable efforts to place the Common Shares from time to time, based upon such instructions from the Company. The obligations of Jefferies under the Sales Agreement to sell the Common Shares are subject to a number of conditions that we must meet.

The Company will pay Jefferies a commission equal to 3.0% of the aggregate gross proceeds we receive from the sale of the Common Shares. In addition, the Company has agreed to reimburse Jefferies for certain expenses incurred in connection with the Sales Agreement and has provided Jefferies with customary indemnification rights. 

The offering of Common Shares pursuant to the Sales Agreement will terminate upon the earlier of (i) the sale of all shares of our common stock subject to the Sales Agreement; and (ii) the termination of the Sales Agreement as permitted therein. The Sales Agreement contains representations for the benefit of the Company and Jefferies and other terms customary for similar agreements.

The foregoing description of the Sales Agreement is not complete and is qualified in its entirety by reference to the full text of the Sales Agreement, a copy of which is filed herewith as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference. A copy of the opinion of Sichenzia Ross Ference Carmel LLP relating to the legality of the issuance and sale of the Common Shares in the offering is attached as Exhibit 5.1 hereto.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein, nor shall there be any offer, solicitation, or sale of the securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
1.1		Open Market Sale AgreementSM, dated as of August 14, 2026, between the Company and Jefferies LLC.
5.1		Opinion of Sichenzia Ross Ference Carmel LLP
23.1		Consent of Sichenzia Ross Ference Carmel LLP (included in Exhibit 5.1 above).
104		Cover Page Interactive Data File (embedded within 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.

Date: August 14, 2026	VUZIX CORPORATION
	By:	/s/ Grant Russell
		Grant Russell Chief Financial Officer

Filing Exhibits & Attachments

5 documents

Other Documents

• EX-1.1 EXHIBIT 1.1 225.4 KB
• EX-5.1 EXHIBIT 5.1 11.0 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB