Entry into a Material Definitive Agreement. On August 17, 2026, VisionWave Holdings, Inc. (the “Company” or “VisionWave”) entered into a Strategic Cooperation Agreement (the “Cooperation Agreement”) with Foresight Automotive Ltd. (“Foresight”), an Israeli company and a wholly owned subsidiary of Foresight Autonomous Holdings Ltd. (Nasdaq and TASE: FRSX), pursuant to which the parties established a non-exclusive strategic cooperation framework focused on the development, integration, promotion…

Regulation FD Disclosure. On August 19, 2026, VisionWave Holdings, Inc. (the “Company”) issued a press release announcing the appointment of Tony Fabrizio as Director, Aerospace and Defense of VisionWave Holdings UK Ltd (registered in England and Wales), a wholly-owned subsidiary of the Company (the “UK Subsidiary”), effective May, 2026. There are no family relationships between Mr. Fabrizio and any director or executive officer of the Company. There are no arrangements or understandings betw…

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, th…

Entry into a Material Definitive Agreement. On August 5, 2026, VisionWave Holdings, Inc. (the “Company”) entered into a Sponsorship Agreement (the “Sponsorship Agreement”) with Hen Basketball Haifa Club, a registered association organized under the laws of the State of Israel (the “Club”), a professional basketball club competing in the Israeli basketball leagues. Pursuant to the Sponsorship Agreement, the Company will serve as the main sponsor of the Club for the 2026–2027 basketball season,…

The Shares will be issued to the Club in a private placement, without registration under the Securities Act, in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act for transactions by an issuer not involving a public offering, based in part upon the representations, warranties and covenants of the Club set forth in the Sponsorship Agreement, including that the Club is acquiring the Shares for its own account for investment purposes and not with a vi…

Other Events. On August 2, 2026, VisionWave Holdings, Inc. (the “Company” or “VisionWave”) entered into a term sheet (the “Term Sheet”) with D-Fence Electronic Fencing Systems Ltd. (“D-Fence”), an Israeli developer of artificial intelligence-powered perimeter security and electronic fencing systems, providing the framework for VisionWave’s proposed acquisition of a controlling equity interest in D-Fence. The Term Sheet is binding upon the parties only with respect to its provisions relating t…

of this Current Report and providing additional information regarding the strategic rationale for the proposed acquisition. A copy of the press release is furnished as Exhibit 99.2 to this Current Report. The information contained in this Item 7.01, including Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any filing under the Securities Act of 1933 or…

Entry into a Material Definitive Agreement. As previously reported, VisionWave Holdings, Inc. (the “Company”) is a party to that certain Investment and Share Purchase Agreement, dated as of February 20, 2026, as amended by the First Amendment thereto, dated as of February 26, 2026 (the “First Amendment” and, as so amended, the “Share Purchase Agreement”), by and among the Company, Matania (Mati) Moskovich (the “Seller”) and, solely for purposes of acknowledgment and certain covenants therein,…

Other Events. On June 12, 2026, VisionWave Holdings, Inc. (the “Company”) announced that it had entered into a binding term sheet with Lucky Whale Production Limited regarding the proposed formation of a joint venture to develop a hyperscale Tier IV data center project in Israel. Following execution of the term sheet, the Company commenced its due diligence review of the proposed transaction. During that review, the Company identified significant regulatory developments announced by the Israe…

The Presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the federal securities laws. These statements are based on the Company’s current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Investors are strongly encouraged to review the full cautionary language regarding forward-looking statements set forth on pages 1–2 of the Pr…

Entry into a Material Definitive Agreement. Securities Purchase Agreement and Convertible Debentures On July 20, 2026, VisionWave Holdings, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with YA II PN, Ltd. (the “Investor”), an investment fund managed by Yorkville Advisors Global, LP, pursuant to which the Company agreed to issue and sell to the Investor convertible debentures in the aggregate principal amount of up to $15,000,000 (the…

The Convertible Debentures and the Warrants were, and the shares of Common Stock issuable upon conversion or exercise thereof will be, offered and sold to the Investor, an “accredited investor” (as defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”)), in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D promulgated thereunder, without any form of general soli…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

Regulation FD Disclosure. On July 2, 2026, the Company issued a press release announcing the execution of the Distributor Agreement with Stratonex Defence Technologies Ltd. The press release describes the strategic relationship between the parties and outlines the anticipated role of Stratonex in supporting the commercialization, integration and sovereign deployment of the Company’s technologies throughout the United Kingdom, Europe and other mutually agreed markets. A copy of the press relea…

Entry into a Material Definitive Agreement. On June 29, 2026, VisionWave Holdings, Inc. (the “Company” or “VisionWave”) entered into a binding Acquisition Agreement (the “Agreement”) with Meteor Aerospace Ltd. (“Meteor”), an Israeli aerospace and defense company pursuant to which the Company agreed to acquire fifty-one percent (51%) of the issued and outstanding share capital of Meteor, subject to the satisfaction of specified closing conditions. Meteor is engaged in the development, manufact…

above. After giving effect to the foregoing, including the assignment of the Assigned Shares to Adrian, the Company beneficially owns approximately 41% of SaverOne’s issued and outstanding ordinary shares. The Company does not control SaverOne, will not consolidate SaverOne in the Company’s financial statements, and intends to account for its investment in SaverOne [under the equity method of accounting]. On June 22, 2026, in connection with the Assignment Agreement, the Company delivered to…

Entry into a Material Definitive Agreement. On June 22, 2026, VisionWave Holdings, Inc. (the “Company”) entered into an Assignment of Exchange Rights, Joinder and Partial Satisfaction of Note Agreement (the “Assignment Agreement”) with Adrian Holdings S.R.L. (“Adrian”). Background. The Company and SaverOne 2014 Ltd. (“SaverOne”) are parties to an Exchange Agreement, dated as of January 26, 2026 (the “Exchange Agreement”), pursuant to which SaverOne agreed to issue to the Company ordinary shar…

Other Events. On June 12, 2026, Vision Wave Holdings, Inc. (the “Company”) entered into a term sheet (the “Term Sheet”) with Lucky Whale Production Limited, a Hong Kong-incorporated project sponsor (the “Sponsor”), setting out the principal proposed terms for the establishment of a joint venture to develop, hold and operate a proposed Tier IV data center project located in Beth Shemesh, Israel (the “Project”). Under the proposed structure described in the Term Sheet, the Company and the Spons…

Chief Technology Officer / Chief Information Security Officer (CTO/CISO) — Danny Rittman: The executive's role and compensation were expanded with additional stock options tied to specific milestones.

Entry into a Material Definitive Agreement. On June 2, 2026, VisionWave Holdings, Inc. (the “Company”) entered into a Securities Exchange Agreement (the “Foresight Agreement”) with Foresight Autonomous Holdings Ltd. (“Foresight”), pursuant to which the Company will acquire, in two stages, newly issued ordinary shares of Foresight representing 52% of Foresight’s issued and outstanding share capital as of the Stage 1 Closing (the Stage 1 Closing Date”). With this proposed transaction, it is the…

Chief Financial Officer (CFO) — Einav Eliraz: Mr. Einav Eliraz was appointed as the Chief Financial Officer of VisionWave IL Ltd., bringing extensive experience in finance and public company compliance.

Other Events. On May 17, 2026, VisionWave Holdings, Inc. (the “Company”) entered into a Share Exchange and Swap Agreement (the “Agreement”) with T3 Defense Inc. (“DFNS”), a Nasdaq-listed company. Pursuant to the Agreement, the Company to issue and delivered to DFNS 475,492 newly issued shares of the Company’s common stock (the “VWAV Exchange Shares”). In exchange, DFNS to issue to the Company 6,000,000 newly issued shares of DFNS common stock. The VWAV Exchange Shares were issued at the Nasda…

Entry into a Material Definitive Agreement. On May 12, 2026, VisionWave Israel Ltd. (“VW Israel”), a wholly owned subsidiary of VisionWave Holdings Inc. (“VisionWave” or the “Company”), entered into a definitive Share Purchase and Shareholders Agreement (the “Agreement”) with Mr. Ian Paklida (the “Seller”), pursuant to which VW Israel agreed to acquire 60% of the issued and outstanding equity interests of VIP Lux Travel Ltd. and PKLST Tourism and Leisure Ltd., both Israeli corporations (colle…

Managing Director, UK and European Operations — Jez Williman: The executive's compensation and stock options were expanded.

The Presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the federal securities laws. These statements are based on the Company’s current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Investors are strongly encouraged to review the full cautionary language regarding forward-looking statements set forth on pages 1–2 of the Pr…