VisionWave Holdings, Inc.
For the period ended Jun 30, 2026. Filed Aug 19, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 19, 2026
VWAV$1.35+0.7%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 6. Exhibits
The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. | Description | Form | File No. | Exhibit | Filing Date |
| 2.1 | Merger Agreement and Plan of Reorganization, dated September 6, 2024, by and among Bannix Acquisition Corp., VisionWave Holdings, Inc., BNIX Merger Sub, Inc. and BNIX VW Merger Sub, Inc. (included as Annex A to the proxy statement/prospectus) | S-4 | 333-284472 | 2.1 | 18-Apr-25 |
| 2.2 | Asset Purchase Agreement, dated as of January 5, 2026, by and between VisionWave Holdings, Inc. and Adrian Holdings S.R.L. (QuantumSpeed) | 8-K | 001-42741 | 2.1 | 7-Jan-26 |
| 2.3 # | Asset Purchase Agreement, dated as of April 10, 2026, by and between VisionWave Holdings, Inc. and Dream America Marketing Services, Ltda. (xClibre) | 8-K | 001-42741 | 10.1 | 13-Apr-26 |
| 2.4 * | Acquisition Agreement, dated June 29, 2026, by and among VisionWave Holdings, Inc., Meteor Aerospace Ltd. and the shareholders of Meteor Aerospace Ltd. (or incorporated by reference to a Current Report on Form 8-K if filed prior to this Report) | 8-K | 001-42741 | 10.1 | 30-Jun-26 |
| 3.1 | Amended and Restated Certificate of Incorporation of VisionWave Holdings, Inc. | 8-K | 001-42741 | 3.1 | 14-Jul-25 |
| 3.2 | Bylaws of VisionWave Holdings, Inc. | 8-K | 001-42741 | 3.2 | 14-Jul-25 |
| 3.3 | Amended and Restated Bylaws of VisionWave Holdings, Inc. | 8-K | 001-42741 | 3.1 | 10-Dec-25 |
| 4.1 | Form of Pre-Funded Common Stock Purchase Warrant issued to BladeRanger Ltd. | 8-K | 001-42741 | 4.1 | 17-Dec-25 |
| 4.2 # | Form of Warrant to Purchase Common Shares, dated February 26, 2026 | 8-K | 001-42741 | 4.1 | 27-Feb-26 |
| 4.3 * | Form of Convertible Debenture issued to YA II PN, Ltd. pursuant to the Securities Purchase Agreement dated July 20, 2026 | 8-K | 001-42741 | 4.1 | 21-Jul-26 |
| 4.4 * | Warrant to purchase 1,800,000 shares of Common Stock issued to YA II PN, Ltd., dated July 20, 2026 | 8-K | 001-42741 | 4.2 | 21-Jul-26 |
| 10.1 † | VisionWave Holdings, Inc. 2024 Omnibus Equity Incentive Plan | 8-K | 001-42741 | 10.1 | 14-Jul-25 |
| 10.2 | Standby Equity Purchase Agreement, dated July 25, 2025, between VisionWave Holdings, Inc. and YA II PN, Ltd. | 8-K | 001-42741 | 10.1 | 28-Jul-25 |
| 10.3 | Form of Convertible Promissory Notes issued to YA II PN, Ltd. | 8-K | 001-42741 | 10.2 | 28-Jul-25 |
| 10.4 | Registration Rights Agreement, dated July 25, 2025, between VisionWave Holdings, Inc. and YA II PN, Ltd. | 8-K | 001-42741 | 10.3 | 28-Jul-25 |
| 10.5 | Global Guaranty Agreement by VisionWave Technologies, Inc. in favor of YA II PN, Ltd., dated July 25, 2025 | 8-K | 001-42741 | 10.4 | 28-Jul-25 |
| 10.6 † | VisionWave Holdings, Inc. 2025 Omnibus Equity Incentive Plan | 8-K | 001-42741 | 10.1 | 6-Aug-25 |
| 10.7 † | Employment Agreement, dated August 6, 2025, by and between the Company and Douglas Davis | 8-K | 001-42741 | 10.2 | 6-Aug-25 |
| 10.8 † | Employment Agreement, dated August 6, 2025, by and between the Company and Noam Kenig | 8-K | 001-42741 | 10.3 | 6-Aug-25 |
| 10.9 † | Employment Agreement, dated August 6, 2025, by and between the Company and Danny Rittman | 8-K | 001-42741 | 10.4 | 6-Aug-25 |
| 10.10 † | Form of Nonstatutory Stock Option Agreement, dated August 6, 2025 | 8-K | 001-42741 | 10.5 | 6-Aug-25 |
| 10.11 | Form of Proprietary & Confidential Information, Inventions Assignment, Non-Solicitation and Non-Competition Agreement | 8-K | 001-42741 | 10.6 | 6-Aug-25 |
| 10.12 | Form of Mutual Agreement to Arbitrate | 8-K | 001-42741 | 10.7 | 6-Aug-25 |
| 10.13 | Form of Securities Purchase Agreement, dated July 15, 2025 | 10-Q | 001-42741 | 10.13 | 19-Aug-25 |
| 10.14 | Form of Promissory Note, dated July 15, 2025 | 10-Q | 001-42741 | 10.14 | 19-Aug-25 |
| 10.15 ++ | Strategic Joint Venture Agreement, dated August 25, 2025, by and among VisionWave Holdings, Inc., AIPHEX LTD, GBT Tokenize Corp., and GBT Technologies, Inc. | 8-K | 001-42741 | 10.1 | 26-Aug-25 |
| 10.16 † | Employment Agreement, dated September 2, 2025, by and between the Company and Elad Shoval | 8-K | 001-42741 | 10.1 | 3-Sep-25 |
| 10.17 † | Employment Agreement, dated September 2, 2025, by and between the Company and David Allon | 8-K | 001-42741 | 10.2 | 3-Sep-25 |
| 10.18 † | Employment Agreement, dated September 2, 2025, by and between the Company and Jez Willman | 8-K | 001-42741 | 10.3 | 3-Sep-25 |
| 10.19 † | Form of Nonstatutory Stock Option Agreement | 8-K | 001-42741 | 10.4 | 3-Sep-25 |
| 10.2 | Memorandum of Understanding, dated September 2, 2025, by and between VisionWave Holdings, Inc. and VEDA Aeronautics Private Limited | 8-K | 001-42741 | 10.1 | 5-Sep-25 |
| 10.21 | Letter Agreement, dated September 11, 2025, between VisionWave Holdings, Inc. and YA II PN, Ltd. | 8-K | 001-42741 | 10.1 | 12-Sep-25 |
| 10.22 | Convertible Promissory Note, dated September 11, 2025, issued by VisionWave Holdings, Inc. to YA II PN, Ltd. | 8-K | 001-42741 | 10.2 | 12-Sep-25 |
| 10.23 | Form of Convertible Promissory Note to be issued by VisionWave Holdings, Inc. to YA II PN, Ltd. | 8-K | 001-42741 | 10.3 | 12-Sep-25 |
| 10.24 †# | Form of Independent Director Engagement Agreement | 8-K | 001-42741 | [10.1] | 12-Sep-25 |
| 10.25 † | Form of Compensation Agreement between VisionWave Holdings, Inc. and former directors of Bannix Acquisition Corp. | 8-K | 001-42741 | 10.2 | 12-Sep-25 |
| 10.26 | Consulting Agreement, dated September 26, 2025, by and between VisionWave Holdings, Inc. and Crypto Treasury Management Group, LLC | 8-K | 001-42741 | 10.1 | 30-Sep-25 |
| 10.27 | PVML Ltd. Order Form between VisionWave Holdings, Inc. and PVML Ltd., dated October 5, 2025 (effective October 9, 2025) | 8-K | 001-42741 | 10.1 | 9-Oct-25 |
| 10.28 | Share Purchase Agreement, dated as of December 3, 2025, by and among VisionWave Holdings, Inc., BladeRanger Ltd., and Solar Drone Ltd. | 8-K | 001-42741 | 10.1 | 3-Dec-25 |
| 10.29 | Promissory Note, dated December 26, 2025, by and between VisionWave Holdings, Inc. and C.M. Composite Materials Ltd. | 8-K | 001-42741 | 10.1 | 30-Dec-25 |
| 10.3 | Amendment No. 1 to Share Purchase Agreement, dated as of December 15, 2025, by and among VisionWave Holdings, Inc., BladeRanger Ltd., and Solar Drone Ltd. | 8-K | 001-42741 | 10.1 | 17-Dec-25 |
| 10.31 | Promissory Note, dated January 5, 2026, issued to Adrian Holdings S.R.L. | 8-K | 001-42741 | 10.1 | 7-Jan-26 |
| 10.32 † | Employment Agreement, dated January 2, 2026, by and between the Company and Erik Klinger | 8-K | 001-42741 | 10.2 | 7-Jan-26 |
| 10.33 | Strategic Joint Venture Agreement, dated January 9, 2026, by and among VisionWave Holdings, Inc., BOCA JOM, LLC, GBT Tokenize Corp., and GBT Technologies, Inc. | 8-K | 001-42741 | 10.1 | 12-Jan-26 |
| 10.34 # | Amendment No. 1 to the Standby Equity Purchase Agreement, dated as of January [19], 2026, by and between VisionWave Holdings, Inc. and YA II PN, Ltd. (conform date to executed document; Notes and MD&A state January 19, 2026) | 8-K | 001-42741 | 10.1 | 23-Jan-26 |
| 10.35 | Exchange Agreement, dated January 26, 2026, by and between VisionWave Holdings, Inc. and SaverOne 2014 Ltd. | 8-K | 001-42741 | 10.1 | 26-Jan-26 |
| 10.36 | Promissory Note, dated February 4, 2026, by and between VisionWave Holdings, Inc. and C.M. Composite Materials Ltd. | 8-K | 001-42741 | 10.1 | 4-Feb-26 |
| 10.37 | Statement of Work between VisionWave Holdings, Inc. and q Speed Bitcoin LLC, dated February 17, 2026 | 8-K | 001-42741 | 10.1 | 17-Feb-26 |
| 10.38 *# | Investment and Share Purchase Agreement, dated as of February 20, 2026, by and among VisionWave Holdings, Inc., Matania (Mati) Moskovich and C.M. Composite Materials Ltd. | 8-K | 001-42741 | 10.1 | 20-Feb-26 |
| 10.39 *# | Loan Agreement, dated as of February 20, 2026, by and between VisionWave Holdings, Inc. and C.M. Composite Materials Ltd. | 8-K | 001-42741 | 10.2 | 20-Feb-26 |
| 10.40 *# | First Amendment to Investment and Share Purchase Agreement, dated February 26, 2026 | 8-K | 001-42741 | 10.4 | 27-Feb-26 |
| 10.41 *# | Letter Agreement, dated February 26, 2026, between VisionWave Holdings, Inc. and YA II PN, Ltd. ($20,000,000 senior loan), and related Promissory Note | 8-K | 001-42741 | 10.1 | 27-Feb-26 |
| 10.42 *# | Side Letter, dated March 11, 2026, by and among VisionWave Holdings, Inc., C.M. Composite Materials Ltd., Giza Zinger Even Mezzanine, Limited Partnership and Matania (Mati) Moskovitch | 8-K | 001-42741 | 10.1 | 16-Mar-26 |
| 10.43 *# | Consulting and Share Purchase Agreement, dated March 11, 2026, by and between Solar Drone Ltd. and Mr. Amos Cohen (Junko Solar Ltd.) | 8-K | 001-42741 | 10.1 | 17-Mar-26 |
| 10.44 | Intentionally left blank | ||||
| 10.45 # | Promissory Note, dated April 10, 2026, in the principal amount of $6,000,000 issued to Dream America Marketing Services, Ltda. | 8-K | 001-42741 | 10.1 | 13-Apr-26 |
| 10.46 †# | Independent Director Engagement Agreement, dated April 16, 2026, between the Company and Shayna Quinn | 8-K | 001-42741 | 10.1 | 12-Sep-25 |
| 10.47 †# | Employment Agreement, dated May 1, 2026, between the Company and Atara Dzikowski | 8-K | 001-42741 | 10.1 | 4-May-26 |
| 10.48 †# | Amendment No. 1, dated May 8, 2026, to Employment Agreement dated September 2, 2025 with Jez Willman | 8-K | 001-42741 | 10.1 | 11-May-26 |
| 10.49 * | Share Purchase and Shareholders Agreement, dated May 12, 2026, by and between VisionWave Israel Ltd. and Mr. Ian Paklida (VIP Lux Travel Ltd. and PKLST Tourism and Leisure Ltd.) | ||||
| 10.50 * | Share Exchange and Swap Agreement, dated May 17, 2026, by and between VisionWave Holdings, Inc. and T3 Defense Inc. | ||||
| 10.51 † | Employment Agreement, dated June 1, 2026, between VisionWave IL Ltd. and Einav Eliraz | 8-K | 001-42741 | 10.1 | 2-Jun-26 |
| 10.52 | Securities Exchange Agreement, dated June 2, 2026, by and between VisionWave Holdings, Inc. and Foresight Autonomous Holdings Ltd. | 8-K | 001-42741 | 10.1 | 4-Jun-26 |
| 10.53 † | Amendment No. 1, dated June 11, 2026, to Employment Agreement dated August 6, 2025 with Danny Rittman | 8-K | 001-42741 | 10.1 | 12-Jun-26 |
| 10.54 *# | Assignment of Exchange Rights, Joinder and Partial Satisfaction of Note Agreement, dated June 22, 2026, by and between VisionWave Holdings, Inc. and Adrian Holdings S.R.L. | ||||
| 10.55 · Intentionally left blank | |||||
|---|---|---|---|---|---|
| 10.56 | Securities Purchase Agreement, dated July 20, 2026, between VisionWave Holdings, Inc. and YA II PN, Ltd. | 8-K | 001-42741 | 10.1 | 21-Jul-26 |
| 10.57 | Registration Rights Agreement, dated July 20, 2026, between VisionWave Holdings, Inc. and YA II PN, Ltd. | 8-K | 001-42741 | 10.2 | 21-Jul-26 |
| 10.58 | Global Guaranty Agreement, dated July 20, 2026, by VisionWave Technologies, Inc., VisionWave Holdings UK Ltd and Solar Drone Ltd. in favor of YA II PN, Ltd. | 8-K | 001-42741 | 10.3 | 21-Jul-26 |
| 10.59 | Consent and Deferral Letter Agreements, dated July 20, 2026, with each of Dream America Marketing Services, Ltda. and Adrian Holdings S.R.L. | 8-K | 001-42741 | 10.4 | 21-Jul-26 |
| 10.6 | Side Letter, dated July 28, 2026, by and among VisionWave Holdings, Inc., Matania (Mati) Moskovich and C.M. Composite Materials Ltd. | 8-K | 001-42741 | 10.1 | 30-Jul-26 |
| 10.61 | Sponsorship Agreement, dated August 5, 2026, by and between VisionWave Holdings, Inc. and Hen Basketball Haifa Club | 8-K | 001-42741 | 10.1 | 10-Aug-26 |
| 14.1 | Code of Ethics of VisionWave Holdings Inc. | 8-K | 001-42741 | 14.1 | 22-Jul-25 |
| 21.1 * | List of Subsidiaries | ||||
| 31.1 * | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| 31.2 * | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| 32.1 ** | Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||||
| 32.2 ** | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||||
| 97 | Compensation Recovery Policy of VisionWave Holdings Inc., effective May 29, 2025 | 8-K | 001-42741 | 99.3 | 22-Jul-25 |
| 99.1 | Policy on Granting Equity Awards of VisionWave Holdings Inc., adopted July 16, 2025 | 8-K | 001-42741 | 99.1 | 22-Jul-25 |
| 99.2 | Insider Trading Policy of VisionWave Holdings Inc., adopted July 16, 2025 | 8-K | 001-42741 | 99.2 | 22-Jul-25 |
| 99.3 | Business Development Committee Charter of VisionWave Holdings Inc., adopted December 8, 2025 | 8-K | 001-42741 | 99.1 | 10-Dec-25 |
| 101.INS * | Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) | ||||
| 101.SCH * | Inline XBRL Taxonomy Extension Schema Document | ||||
| 101.CAL * | Inline XBRL Taxonomy Extension Calculation Linkbase Document | ||||
| 101.DEF * | Inline XBRL Taxonomy Extension Definition Linkbase Document | ||||
| 101.LAB * | Inline XBRL Taxonomy Extension Label Linkbase Document | ||||
| 101.PRE * | Inline XBRL Taxonomy Extension Presentation Linkbase Document | ||||
| 104 * | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||
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