Every 8-K that VisionWave Holdings, Inc. (VWAV) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow VWAV and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full VWAV filings page.
VisionWave Holdings, Inc. entered into and closed an asset purchase agreement to acquire all intellectual property rights to the QuantumSpeed technology from Adrian Holdings S.R.L. The consideration totals 10,000,000 shares of common stock plus a $10,000,000 promissory note. An independent valuation by BDO Consulting Group estimated the QuantumSpeed intellectual property at $99.6 million as of December 31, 2025, and BDO also provided a fairness opinion on the transaction structure and value.
At closing, VisionWave issued 3,000,000 common shares and delivered the note to the seller. The remaining 7,000,000 contingent shares require shareholder approval under Nasdaq rules; VisionWave must seek this approval within nine months of closing. If approval is not obtained in that period, 60% of the equity in QuantumSpeed Inc., the subsidiary holding the acquired IP, will be transferred to the seller, which will also retain the initial 3,000,000 shares and the note.
The 3,000,000 shares issued at closing were sold in a private placement relying on Section 4(a)(2) and/or Regulation D, with the seller representing accredited investor status.
VisionWave Holdings, Inc. completed the acquisition of Israeli company Solar Drone Ltd., which develops solar-powered drone technology, from BladeRanger Ltd. In exchange for all Solar Drone shares, VisionWave issued 1,500,000 shares of its common stock and 300,000 pre-funded common stock purchase warrants, each exercisable for one share at a nominal $0.01 exercise price that is largely prepaid.
The pre-funded warrants are exercisable immediately and remain outstanding until fully exercised, subject to a 9.99% beneficial ownership cap and a 19.99% exchange cap unless shareholder approval is obtained under Nasdaq Listing Rule 5635. Additional pre-funded warrants may be issued so that total share-based consideration reflects a value of $21,600,000 if the five-day average VWAP before effectiveness of a resale registration is below $12.00 per share. The shares and initial warrants were issued in a private placement relying on Section 4(a)(2) and/or Rule 506, and the company plans to file Solar Drone’s financial statements and related pro forma information within 71 calendar days of the required date.
VisionWave Holdings, Inc. appointed Judit Nagypal as an independent director to its Board effective November 26, 2025. She will serve until a successor is elected and qualified or until earlier resignation or removal, and meets independence standards of Nasdaq and the U.S. Securities and Exchange Commission.
Ms. Nagypal, age 56, brings extensive international experience in technology partnerships and human resources from senior roles at Microsoft, AXA Group, Kraft, Danone, and Coca-Cola across Europe. There are no related-party arrangements, family relationships, or reportable transactions connected to her appointment.
Under an Independent Director Engagement Agreement aligned with VisionWave’s Independent Director Compensation Policy, she will receive an annual cash retainer of $36,000, potential additional cash fees for committee chair roles, and an annual restricted stock grant valued at $60,000 under the 2024 Omnibus Equity Incentive Plan, vesting after twelve months of continuous service, with accelerated vesting upon certain events.
VisionWave Holdings, Inc. (VWAV) filed an update to provide investors with additional financial information about its wholly owned subsidiary, VisionWave Technologies Inc. The company furnished unaudited condensed interim financial statements for VisionWave Technologies for the three months ended June 30, 2025 and 2024.
It also furnished audited financial statements for VisionWave Technologies Inc. (Predecessor) as of and for the year ended March 31, 2025 and for the period from March 20, 2024 (inception) to March 31, 2024. These subsidiary financial statements are included as Exhibit 99.1 and are described as being furnished rather than filed, which limits how they are treated under certain securities law liability provisions.
VisionWave Holdings (VWAV) announced a binding letter of intent to acquire 100% of Solar Drone Ltd., a subsidiary of BladeRanger (TASE: BLRN), in exchange for 1,800,000 shares of VisionWave common stock. Only certain provisions—exclusivity, confidentiality, expenses, registration rights, governing law, and termination—are binding; the acquisition itself remains non‑binding pending a definitive agreement.
The parties will negotiate in good faith toward a definitive share purchase agreement, with execution contingent on satisfactory due diligence and the absence of a material adverse change at Solar Drone. Any closing would further require required corporate and third‑party approvals. VisionWave states it intends to proceed toward signing and is advancing technical, legal, and financial workstreams, but there can be no assurance a definitive agreement will be executed or that the deal will close. The disclosure is furnished under Item 8.01 and not deemed filed.
VisionWave Holdings, Inc. entered a services agreement for a data-processing platform (PVML) with an initial 12-month term that automatically renews annually unless 60 days' notice is given. The company will pay $600,000 in total consideration: a $250,000 cash payment on execution and an equity component valued at $350,000 to be settled by issuing 35,000 shares of common stock at $10.00 per share. The contract includes a yearly platform fee that covers 2.4 million PVML Units of processing capacity, with additional usage charged if exceeded. Each party keeps its own intellectual property, while the company will own all outputs and derivatives produced through its use of the PVML platform. The agreement is governed by the laws of Israel and may be terminated for material breach or insolvency as specified.
VisionWave Holdings, Inc. has entered into a two-year Consulting Agreement with Crypto Treasury Management Group, LLC to design and help implement a digital asset treasury reserve strategy. CTMG will advise on crypto treasury structure, custodians, possible staking, capital formation with a licensed underwriter, and regulatory and tax compliance.
VisionWave will pay a $50,000 retainer that was advanced before signing, another $50,000 upon execution of binding crypto treasury agreements, a success fee of 17 Bitcoin (or cash equivalent) after deploying at least $20 million into crypto assets, and 250,000 shares of common stock upon closing of the crypto treasury transaction, plus expense reimbursement. The Agreement contemplates a potential capital formation structure of up to $300 million allocated into assets such as Bitcoin and Solana, subject to company approval and market conditions, with a commitment that at least 70% of the crypto treasury be staked for at least two years if the strategy is implemented.
The company aims to replace its current financing structure, using the non-staked portion to fund its defense business and potentially using staked assets to support M&A in the defense arena. The strategy is forward-looking, not assured to close, and remains subject to market volatility, regulatory and Nasdaq listing requirements, and any shareholder or other approvals deemed necessary.