VisionWave Holdings, Inc. has entered into an At The Market Issuance Sales Agreement (ATM Agreement) with Aegis Capital Corp. as the sales agent. The agreement, dated September 18, 2026, allows the company to offer and sell shares of its common stock, par value $0.01 per share, with an aggregate offering price of up to $30,000,000.
The offering will be conducted pursuant to a shelf registration statement on Form S-3 (File No. 333-297939) that was filed with the SEC on August 3, 2026, and declared effective on September 1, 2026. The shares may be sold through various methods permitted by law, including sales directly on the Nasdaq Global Market or through negotiated transactions with the Agent acting as principal.
Under the terms of the agreement, the Company is not obligated to make any sales, and the Agent is not obligated to purchase shares on a principal basis. The offering will terminate upon the earlier of the sale of all shares subject to the agreement or the termination of the agreement. The Company will pay the Agent a commission rate of 2.0% of the aggregate gross proceeds from each sale of shares. Additionally, the Company will reimburse the Agent for legal counsel fees and costs related to entering into the agreement, with a cap of $37,500, plus other specified expenses.
The Company intends to use the net proceeds from the sale of shares for general corporate and working capital purposes, retaining broad discretion over the allocation of funds. The filing includes an opinion from Sheppard, Mullin, Richter & Hampton LLP regarding the validity of the shares to be issued under the agreement.
