{"filing":{"accession_number":"0001731122-26-001032","cik":"0002038439","ticker":"VWAVW","company_name":"VisionWave Holdings, Inc.","form":"8-K","filing_date":"2026-08-10","report_date":"2026-08-05","primary_document":"e7839_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2038439/000173112226001032/e7839_8k.htm"},"events":[{"id":26707,"run_id":24283,"accession_number":"0001731122-26-001032","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"VisionWave entered into a sponsorship agreement with an Israeli basketball club and agreed to issue 2,000,000 newly issued shares of common stock as consideration in a private placement under Section 4(a)(2) of the Securities Act. The unregistered equity issuance is material to shareholders' ownership dilution and voting power.","company_name":"VisionWave Holdings, Inc.","ticker":"VWAVW","filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27926,"accession_number":"0001731122-26-001032","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"VisionWave entered into a sponsorship agreement with an Israeli basketball club and agreed to issue 2,000,000 newly issued shares of common stock as consideration. While the agreement is styled as a sponsorship arrangement, the core material event is the issuance of a substantial number of restricted shares to a third party without apparent cash consideration—a dilutive equity issuance. The shares are restricted securities subject to Rule 144 holding periods and volume limitations, typical of private placements. This would materially affect shareholder equity and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-11T00:02:41.349315+00:00","company_name":"","ticker":null,"filing_date":""},{"id":27927,"accession_number":"0001731122-26-001032","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses an unregistered private placement of equity shares to a club in reliance on Section 4(a)(2) of the Securities Act, with explicit statements that \"The Shares will be issued to the Club in a private placement, without registration under the Securities Act.\" This is a classic dilutive issuance of unregistered equity securities, material to investors assessing ownership dilution and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-11T00:02:41.349315+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":27926,"accession_number":"0001731122-26-001032","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"VisionWave entered into a sponsorship agreement with an Israeli basketball club and agreed to issue 2,000,000 newly issued shares of common stock as consideration. While the agreement is styled as a sponsorship arrangement, the core material event is the issuance of a substantial number of restricted shares to a third party without apparent cash consideration—a dilutive equity issuance. The shares are restricted securities subject to Rule 144 holding periods and volume limitations, typical of private placements. This would materially affect shareholder equity and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-11T00:02:41.349315+00:00","company_name":"VisionWave Holdings, Inc.","ticker":"VWAVW","filing_date":"2026-08-10"},{"id":27927,"accession_number":"0001731122-26-001032","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses an unregistered private placement of equity shares to a club in reliance on Section 4(a)(2) of the Securities Act, with explicit statements that \"The Shares will be issued to the Club in a private placement, without registration under the Securities Act.\" This is a classic dilutive issuance of unregistered equity securities, material to investors assessing ownership dilution and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-11T00:02:41.349315+00:00","company_name":"VisionWave Holdings, Inc.","ticker":"VWAVW","filing_date":"2026-08-10"}]}