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Form 8-K VisionWave Holdings, For: Aug 13

August 14, 2026 5:01 PM
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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 13, 2026

 

VisionWave Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware 001-72741 99-5002777

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

 

300 Delaware Ave., Suite 210 # 301

Wilmington, DE 19801

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (302) 305-4790

 

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 Name of each exchange on which registered
Common Stock, par value $0.01 per share VWAV The Nasdaq Stock Market LLC
Redeemable Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 VWAVW The Nasdaq Stock Market LLC

 

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 1.02. Termination of a Material Definitive Agreement.

 

On June 29, 2026, VisionWave Holdings, Inc. (the “Company”) entered into a binding agreement, dated June 28, 2026 (the “Agreement”), with Meteor Aerospace Ltd., an Israeli corporation (“Meteor”), and its shareholders, pursuant to which the Company agreed to acquire fifty-one percent (51%) of the fully diluted issued and outstanding share capital of Meteor at an aggregate pre-money equity valuation of Meteor of $40,000,000.

 

On August 13, 2026, the Company delivered to Meteor a written notice terminating the Agreement, effective immediately (the “Termination Notice”). The Company terminated the Agreement following its due diligence review.

 

The closing of the transactions contemplated by the Agreement had not occurred at the time of termination. No shares of the Company’s common stock were issued, and no other consideration was paid or became payable, by the Company under the Agreement, and the Company will not incur any early termination penalties in connection with the termination of the Agreement.

 

Forward-Looking Statements

 

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including statements regarding the termination of the Agreement and the Company’s rights and remedies in connection therewith. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including the risks described in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement, except as required by law.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No. Description
104 Cover Page Interactive Data File (embedded within the 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  
   
VISIONWAVE HOLDINGS, INC.  
     
By: /s/ Douglas Davis  
Name: Douglas Davis  
Title: Executive Chairman and Interim Chief Executive Officer  

 

 

ATTACHMENTS / EXHIBITS

XBRL SCHEMA FILE

XBRL DEFINITION FILE

XBRL LABEL FILE

XBRL PRESENTATION FILE

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