Virtuix Holdings Inc. SEC Filings

Virtuix Holdings Inc. is soliciting shareholder votes for its 2026 online-only annual meeting on September 24, 2026 at 9:00 a.m. Central Time. Shareholders are asked to elect three Class I directors for terms ending in 2029 and to approve, on an advisory basis, EisnerAmper LLP as independent auditor for the year ending March 31, 2027.

As of July 29, 2026, there were 29,907,526 Class A shares and 4,000,000 Class B shares outstanding; Class B carries 20 votes per share. CEO and Chairman Jan Goetgeluk holds all Class B shares, representing about 72.82% of combined voting power, allowing him to determine outcomes if his shares are voted, and making Virtuix a Nasdaq “controlled company.”

The proxy describes board structure, committee responsibilities and independence, and details executive pay. For fiscal 2026, total compensation was $447,982 for Mr. Goetgeluk, $1,069,444 for COO/President David Allan and $416,540 for CMO Lauren Premo, including bonuses tied to a direct listing and revenue performance, plus equity awards under 2025 incentive plans. Audit fees to prior auditor M&K CPAS, PLLC were $132,421 for 2026 versus $47,500 for 2025.

Virtuix Holdings Inc. engaged EisnerAmper LLP as its independent registered public accounting firm for the fiscal year ending March 31, 2027, effective August 4, 2026. At the same time, M&K CPAS, PLLC ceased serving in that role.

M&K’s audit reports on the March 31, 2026 and March 31, 2025 consolidated financial statements contained no adverse or disclaimed opinions and were not qualified or modified, other than an explanatory paragraph about Virtuix Holdings Inc.’s ability to continue as a going concern. The company states there were no disagreements or reportable events with M&K as defined in Regulation S-K and that it had not previously consulted EisnerAmper on accounting matters or potential audit opinions. M&K’s concurrence letter on these disclosures is included as an exhibit.

Virtuix Holdings Inc. COO Allan David Robert Malcolm reported selling 126,650 shares of Class A common stock on August 3–5, 2026, at prices from $1.47 to $1.70 per share. Each sale was effected pursuant to a Rule 10b5-1 trading plan adopted March 31, 2026.

Virtuix Holdings Inc. director and COO Allan David Robert Malcolm reported two sales of Class A common stock. On July 29, 2026 he sold 74,270 shares at $1.60 per share, and on July 30, 2026 he sold 78,259 shares at $1.56 per share. Both sales were effected under a Rule 10b5-1 trading plan adopted on March 31, 2026.

Virtuix Holdings Inc. disclosed that on July 27, 2026, director Parth Jani informed the company he will not be available to stand for re-election to the Board of Directors at the 2026 Annual Meeting of Stockholders. He will continue serving as a director until his current term expires at that meeting. The company states that Jani’s decision is not due to any disagreement regarding its operations, policies, or practices, indicating a planned change in board composition at the upcoming Annual Meeting.

Virtuix Holdings Inc. director and COO Allan David Robert Malcolm reported a sale of 220,821 shares of Class A common stock on July 28, 2026, at $1.79 per share. After this open-market or private transaction, he directly held 279,179 shares. The sale was effected under a Rule 10b5-1 trading plan adopted on March 31, 2026.

Virtuix Holdings Inc. Chief Product Officer Slayter Cameron reported selling 3,985 shares of Class A common stock at $1.67 per share on July 29, 2026. A footnote explains this was a tax-related “sell to cover” tied to vesting and settlement of 10,000 restricted stock units under the 2025 Omnibus Incentive Plan. After the transaction, Cameron directly holds 151,015 shares, and the sale was affirmed as executed under a Rule 10b5-1 trading plan.

Virtuix Holdings Inc. executive Allan David Robert Malcolm, COO and President, exercised 125,000 nonstatutory stock options on July 13, 2026 at an exercise price of $1.66 per share under the 2025 Long-Term Incentive Plan. The exercise delivered 125,000 Class A common shares, increasing his direct holdings to 500,000 shares. Following the transaction, he continues to hold 1,375,000 stock options, originally vesting from August 12, 2013 and expiring on January 24, 2035. The transactions were carried out pursuant to a Rule 10b5-1 trading plan.

Virtuix Holdings Inc. files Amendment No. 1 to its annual report for the year ended March 31, 2026 to add Part III disclosures on directors, executive compensation, security ownership, related‑party transactions and auditor fees, and to update officer certifications and the reported share count. No financial statements are revised.

The company reports 29,857,526 Class A and 4,000,000 Class B shares outstanding as of July 28, 2026, with CEO Jan Goetgeluk holding all Class B shares and 72.82% of total voting power, making Virtuix a Nasdaq “controlled company.” The seven‑member board is classified into three staggered classes, and only the audit committee is standing; the full board handles nominating and compensation matters. The amendment details 2026 pay for key executives, significant equity incentive plans, multiple related‑party promissory notes that have been fully repaid, and audit fees of $132,421 for 2026.