Nukkleus Inc. Files 8-K on Agreements and Equity Sales

TL;DR

NUKK filed an 8-K detailing new deals and stock sales. Check for details.

AI Summary

Nukkleus Inc. filed an 8-K on August 28, 2025, reporting on the entry into a material definitive agreement and unregistered sales of equity securities. The filing also includes financial statements and exhibits. Nukkleus Inc. was formerly known as Brilliant Acquisition Corp. and changed its name on September 9, 2019.

Why It Matters

This filing provides crucial updates on Nukkleus Inc.'s contractual agreements and equity transactions, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and operational risks.

Key Players & Entities

• Nukkleus Inc. (company) — Registrant
• Brilliant Acquisition Corp. (company) — Former company name
• August 28, 2025 (date) — Date of earliest event reported
• September 9, 2019 (date) — Date of name change

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value per share NUKK The Nasdaq
• $92.00 — sable for one Share of Common Stock for $92.00 per share NUKKW The Nasdaq Stock Ma
• $2 million — 24 month committed credit line of up to $2 million on an as needed basis. Nukk Picolo.has
• $4 — stock at a per share exercise price of $4.40, (the " Warrants ") and (ii) five ye
• $6.00 — shares at a per share exercise price of $6.00 ( the " Performance Warrants"). The Per
• $25 million — only vest upon the JV Company achieving $25 million cumulative revenue. If the revenues tar

Filing Documents

• ea0254944-8k_nukkleus.htm (8-K) — 36KB
• ea025494401ex4-1_nukkleus.htm (EX-4.1) — 104KB
• ea025494401ex4-2_nukkleus.htm (EX-4.2) — 105KB
• ea025494401ex10-1_nukkleus.htm (EX-10.1) — 63KB
• 0001213900-25-082085.txt ( ) — 585KB
• nukk-20250828.xsd (EX-101.SCH) — 4KB
• nukk-20250828_def.xml (EX-101.DEF) — 27KB
• nukk-20250828_lab.xml (EX-101.LAB) — 37KB
• nukk-20250828_pre.xml (EX-101.PRE) — 25KB
• ea0254944-8k_nukkleus_htm.xml (XML) — 6KB

01 Entry into a Material Definitive

Item 1.01 Entry into a Material Definitive Agreement On August 28, 2025, Nukkleus Inc., a Delaware corporation (" Nukkleus " or the " Company "), Nukk Picolo Ltd., a wholly-owned Israeli subsidiary of Nukkleus (" Nukk Picolo ") and Mandragola Ltd., an Israeli company (" Mandragola ") entered into a Joint Venture Agreement (the " JV Agreement "). Pursuant to the terms of the JV Agreement, the parties will establish a joint venture company in Israel (the " JV Company ") which is intended to establish advanced manufacturing zones in both the Baltics and Israel, designed to support civil and defense aviation needs. Plans also include the development of a NATO-compliant logistics hub in Riga in cooperation with additional regional partners, as well as facilities dedicated to licensed maintenance and repair (MRO) services, aircraft modernization, resale, and leasing, including the deployment of the de-icing technology for commercial aircrafts which Nukkleus recently licensed (on an exclusive basis) from Blade Ranger Ltd. Pursuant to the JV Agreement, Nukk Picolo will hold 51% equity interest in the JV Company. The JV Agreement provides that, under certain specified conditions, Nukkleus can require Mandragola sell to Nukkleus its participating interest in the JV Company in consideration for the issuance of Nukkleus' common stock based on the then specified valuation of JV Company as set forth in the JV Agreement. Mandragola is a Israeli business development and investment company specializing in advanced technologies and strategic partnerships. Under the JV Agreement, Mandragola has undertaken to provide to the JV Company a 24 month committed credit line of up to $2 million on an as needed basis. Nukk Picolo.has the right to designate three of the five member board of the JV Company with Mandragola designating the remaining two directors. Under the JV Agreement, Nukkleus will issue to Mandragola 310,000 restricted shares of Nukkleus common stock. In addition, Nukkleu

02. Unregistered

Item 3.02. Unregistered Sales of Equity Securities. The information set forth in Item 1.01 of this Current Report on Form 8-K concerning the placement of securities to Mandragola pursuant to the JV Agreement is incorporated herein by reference. The securities were placed by the Company in reliance upon an exemption from registration pursuant to Regulation S promulgated under the Securities Act of 1933, as amended.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 4.1 Warrant issued as of August 28, 2025 4.2 Warrant issued as of August 28, 2025 10.1 Joint Venture Agreement dated August 28, 2025 among Nukkleus Inc., Nukk Picolo Ltd. and Mandragola Ltd. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1 SIGNATURE 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. NUKKLEUS INC. Date: August 29, 2025 By: /s/ Menachem Shalom Name: Menachem Shalom Title: Chief Executive Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR