Form S-1MEF Arxis, Inc.
As filed with the Securities and Exchange Commission on April 15, 2026.
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Arxis, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 3728 | 39-5113483 | ||
| (State or other jurisdiction of incorporation or organization) |
(Primary Standard Industrial Classification Code Number) |
(I.R.S. Employer Identification Number) |
1332 Blue Hills Avenue
Bloomfield, CT 06002
Telephone: (860) 243-7100
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Kevin Perhamus
President and Chief Executive Officer
1332 Blue Hills Avenue
Bloomfield, CT 06002
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
| Shane Tintle Michael Kaplan Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 (212) 450-4000 |
Craig Marcus Tristan VanDeventer Ropes & Gray LLP 1211 Avenue of the Americas New York, NY 10036 (212) 569-9000 |
Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☐
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☒ 333-294577
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
| Non-accelerated filer | ☒ | Smaller reporting company | ☐ | |||
| 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 7(a)(2)(B) of the Securities Act. ☐
This Registration Statement shall become effective upon filing with the Securities and Exchange Commission in accordance with Rule 462(b) under the Securities Act of 1933, as amended.
EXPLANATORY NOTE
This Registration Statement is being filed pursuant to Rule 462(b) under the Securities Act of 1933, as amended (the “Securities Act”), for the sole purpose of increasing the aggregate number of shares of Class A common stock offered by Arxis, Inc. (the “Registrant”) by 3,178,774 shares, 414,623 of which are subject to purchase upon exercise of the underwriters’ option to purchase additional shares of the Registrant’s common stock. The additional securities that are being registered for sale are in an amount and at a price that together represent not more than 20% of the maximum aggregate offering price set forth in the filing fee table filed as an exhibit to the Initial Registration Statement (defined below). The contents of the Registration Statement on Form S-1, as amended (File No. 333-294577), including all exhibits thereto (the “Initial Registration Statement”), filed by the Registrant with the Securities and Exchange Commission (the “Commission”) pursuant to the Securities Act, which was declared effective by the Commission on April 15, 2026, are incorporated by reference into this Registration Statement.
The required opinion and consents are listed on the below Exhibit Index and filed herewith.
Exhibit Index
| * | Previously filed. |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Bloomfield, Connecticut, on April 15, 2026.
| Arxis, Inc. | ||
| By: | /s/ Kevin Perhamus | |
| Name: Kevin Perhamus | ||
| Title: President, Chief Executive Officer and Director | ||
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below by the following persons on April 15, 2026 in the capacities indicated:
| /s/ Kevin Perhamus | President, Chief Executive Officer and Director | |||
| Kevin Perhamus | (principal executive officer) | |||
| /s/ Azad Badakhsh | Chief Financial Officer and Treasurer | |||
| Azad Badakhsh | (principal financial officer) | |||
| /s/ Ryan Jankowski | Chief Accounting Officer | |||
| Ryan Jankowski | (principal accounting officer) | |||
| * | Chairman and Director | |||
| Rajeev Amara | ||||
| * | Director | |||
| Shyam Ravindran | ||||
| * | Director | |||
| Patrick Allen | ||||
| * | Director | |||
| Stephen Oetgen | ||||
| /s/ Jennifer Allen | ||||
| Jennifer Allen Attorney-in-fact |
||||
ATTACHMENTS / EXHIBITS
Serious News for Serious Traders! Try StreetInsider.com Premium Free!
You May Also Be Interested In
- Stellantis Announces Agreement to Sell Free2move’s Car-sharing Business to Mutares
- Cover Genius Acquires Friendsurance to Accelerate Embedded Protection Across European Banking
- Equinor ASA: Share buy-back – third tranche for 2026
Create E-mail Alert Related Categories
SEC FilingsSign up for StreetInsider Free!
Receive full access to all new and archived articles, unlimited portfolio tracking, e-mail alerts, custom newswires and RSS feeds - and more!



Tweet
Share