Actelis Networks Enters Material Agreement, Discloses Equity Sales
Ticker: ASNS · Form: 8-K · Filed: Oct 2, 2025 · CIK: 1141284
Sentiment: neutral
Topics: material-agreement, equity-sale, financial-statements
TL;DR
Actelis Networks signed a big deal and sold some stock. Details in the 8-K.
AI Summary
Actelis Networks, Inc. reported on September 27, 2025, entering into a material definitive agreement. The filing also disclosed unregistered sales of equity securities and included financial statements and exhibits. The company is incorporated in Delaware and its principal executive offices are located at 4039 Clipper Court, Fremont, CA.
Why It Matters
This filing indicates significant corporate actions by Actelis Networks, including a new material agreement and equity transactions, which could impact its financial standing and future operations.
Risk Assessment
Risk Level: medium — The disclosure of unregistered sales of equity securities and a material definitive agreement suggests potential changes in the company's capital structure and business operations, warranting closer scrutiny.
Key Numbers
- 001-41375 — Commission File Number (Identifies the SEC filing for Actelis Networks, Inc.)
- 52-2160309 — I.R.S. Employer Identification Number (Tax identification number for Actelis Networks, Inc.)
Key Players & Entities
- Actelis Networks, Inc. (company) — Registrant
- September 27, 2025 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- 4039 Clipper Court, Fremont, CA 94538 (address) — Address of principal executive offices
- 510-545-1045 (phone_number) — Registrant's telephone number
FAQ
What is the nature of the material definitive agreement entered into by Actelis Networks, Inc. on September 27, 2025?
The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the provided text excerpt.
What type of equity securities were sold by Actelis Networks, Inc. on or around September 27, 2025?
The filing mentions 'Unregistered Sales of Equity Securities' but does not specify the type or amount of securities sold in the provided text.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing was on September 27, 2025.
Where are Actelis Networks, Inc.'s principal executive offices located?
Actelis Networks, Inc.'s principal executive offices are located at 4039 Clipper Court, Fremont, CA 94538.
What is the SIC code for Actelis Networks, Inc.?
The Standard Industrial Classification (SIC) code for Actelis Networks, Inc. is 3669, which corresponds to COMMUNICATIONS EQUIPMENT, NEC.
Filing Stats: 2,221 words · 9 min read · ~7 pages · Grade level 13.9 · Accepted 2025-10-02 16:30:28
Key Financial Figures
- $0.0001 — nge on which registered Common Stock, $0.0001 par value per share ASNS Nasdaq Cap
- $30,000,000 — n to purchase, from time to time, up to $30,000,000 in aggregate gross purchase price (the
- $750,000 — Lion (the "Commitment Shares") equal to $750,000 (the "Commitment Fee Amount") divided b
- $1,000,000 — Commitment Fee Amount will increase to $1,000,000 if remedied within six months or less,
- $1,250,000 — remedied within six months or less, to $1,250,000 if remedied after six months but before
- $1,500,000 — ix months but before twelve months, and $1,500,000 if not remedied within twelve months (t
- $250,000 — te Lion shares of Common Stock equal to $250,000 divided by the lowest traded price of t
- $0.2125 — nded Warrants") for a purchase price of $0.2125 per share of Common Stock and $0.2124 p
- $0.2124 — f $0.2125 per share of Common Stock and $0.2124 per Pre-Funded Warrant, for a total agg
- $850,000 — gregate gross proceeds of approximately $850,000. The Offering closed on September 29, 2
Filing Documents
- ea0259804-8k_actelis.htm (8-K) — 44KB
- ea025980401ex10-1_actelis.htm (EX-10.1) — 205KB
- ea025980401ex10-2_actelis.htm (EX-10.2) — 118KB
- ea025980401ex10-3_actelis.htm (EX-10.3) — 251KB
- ea025980401ex10-4_actelis.htm (EX-10.4) — 120KB
- 0001213900-25-095449.txt ( ) — 1072KB
- asns-20250927.xsd (EX-101.SCH) — 3KB
- asns-20250927_lab.xml (EX-101.LAB) — 33KB
- asns-20250927_pre.xml (EX-101.PRE) — 22KB
- ea0259804-8k_actelis_htm.xml (XML) — 4KB
02. Unregistered
Item 3.02. Unregistered Sales of Equity Securities. The matters described in Item 1.01 of this Current Report on Form 8-K with respect to the issuances of securities under the PIPE Purchase Agreement are incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Form of Common Stock Purchase Agreement 10.2 Form of White Lion RRA 10.3 Form of PIPE Purchase Agreement 10.4 Form of Pre-Funded Warrant 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3
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. ACTELIS NETWORKS, INC. Dated: October 2, 2025 By: /s/ Yoav Efron Name: Yoav Efron Title: Deputy Chief Executive Officer and Chief Financial Officer 4