Vicarious Surgical Inc. 8-K Filing

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share RBOT The New York Stock E
• $11.50 — mon stock, each at an exercise price of $11.50 per share RBOT WS The New York Stoc
• $2,286,052 — the Registration Statement is currently $2,286,052, which is based on the limitations of G
• $50,000 — TM Agreement in an amount not to exceed $50,000 in the aggregate, in addition to up to
• $3,500 — in the aggregate, in addition to up to $3,500 per due diligence update session for Wa
• $345.00 — f Common Stock, at an exercise price of $345.00 per share, and listed to trade on the N

Filing Documents

• ea0269650-8k_vicarious.htm (8-K) — 39KB
• ea026965001ex1-1_vicarious.htm (EX-1.1) — 204KB
• ea026965001ex99-1_vicarious.htm (EX-99.1) — 11KB
• 0001213900-25-122267.txt ( ) — 521KB
• rbot-20251215.xsd (EX-101.SCH) — 4KB
• rbot-20251215_def.xml (EX-101.DEF) — 26KB
• rbot-20251215_lab.xml (EX-101.LAB) — 36KB
• rbot-20251215_pre.xml (EX-101.PRE) — 25KB
• ea0269650-8k_vicarious_htm.xml (XML) — 6KB

01. Entry Into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement. On December 12, 2025, Vicarious Surgical Inc., a Delaware corporation (the "Company"), entered into an At the Market Offering Agreement (the "ATM Agreement") with H.C. Wainwright & Co., LLC (the "Sales Agent" or "Wainwright") providing for the sale by the Company of its shares of Class A common stock, par value $0.0001 per share (the "Common Stock"), from time to time, through the Sales Agent, with certain limitations on the amount of Common Stock that may be offered and sold by the Company as set forth in the ATM Agreement (the "Offering"). Offers and sales of shares of Common Stock by the Company, if any, under the ATM Agreement, is subject to the effectiveness of the Company's shelf registration statement on Form S-3 (File No. 333-292116), filed with the Securities and Exchange Commission (the "SEC") on December 12, 2025 (the "Registration Statement") under the Securities Act of 1933, as amended (the "Securities Act"). The Company makes no assurances as to if or whether the Registration Statement will become effective or, if it does become effective, as to the continued effectiveness of the Registration Statement. The aggregate market value of the shares of Common Stock eligible for sale under the ATM prospectus supplement included in the Registration Statement is currently $2,286,052, which is based on the limitations of General Instruction I.B.6 of Form S-3. Pursuant to the ATM Agreement, the Company will set the parameters for the sale of shares of Common Stock, including the number of shares to be issued, the time period during which sales are requested to be made, limitation on the number of shares that may be sold in any one trading day and any minimum price below which sales may not be made. Subject to the terms and conditions of the ATM Agreement, the Sales Agent may sell the shares by methods deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Ac

01. Notice of Delisting or Failure

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard Transfer of Listing. On December 15, 2025, the NYSE notified the Company that the NYSE has determined to (a) commence proceedings to delist the Company's warrants, with thirty warrants exercisable for one share of Common Stock, at an exercise price of $345.00 per share, and listed to trade on the NYSE under the symbol "RBOT.WS" (the "Public Warrants") and (b) immediately suspend trading in the Public Warrants due to "abnormally low" trading price levels pursuant to Section 802.01D of the NYSE Listed Company Manual. The Company does not intend to appeal the NYSE's determination. Trading in the Company's Common Stock will be unaffected and will continue on the NYSE under the symbol "RBOT". Continued trading of the Company's Common Stock remains subject to the Company's ability to regain compliance with the continued listing standard set forth in Section 802.01B of the NYSE's Listed Company Manual prior to the expiration of the previously announced eighteen-month cure period on October 10, 2026, and continued compliance with the NYSE's other continued listing requirements. Item 8.01. Other Events On December 15, 2025, the Company issued a press release announcing guidance for the Company's anticipated cash burn for fiscal year 2026. A copy of the press release is furnished as Exhibit 99.1 hereto. The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 1.1 At The Market Offering Agreement, dated December 12, 2025, by and between Vicarious Surgical Inc. and H.C. Wainwright & Co., LLC 99.1 Press Released dated December 15, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2

SIGNATURES

SIGNATURES 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. VICARIOUS SURGICAL INC. By: /s/ Stephen From Name: Stephen From Title: Chief Executive Officer Date: December 16, 2025 3

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