UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 1, 2026

VisionWave Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

Registrant’s telephone number, including area code: (302) 305-4790

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On September 1, 2026, VisionWave Holdings, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Meeting”) virtually at https://www.cstproxy.com/vwav/2026. At the Meeting, the Company’s stockholders voted on the ten proposals described in the Company’s definitive Proxy Statement filed with the Securities and Exchange Commission on or about July 23, 2026.

As of the record date of July 13, 2026, there were 27,582,069 shares of the Company’s common stock outstanding and entitled to vote at the Meeting. A quorum was present at the Meeting, with holders of 22,489,462 shares (approximately 82% of the outstanding shares) represented in person (virtually) or by proxy.

The final voting results for each proposal, as certified by the Inspector of Election, are as follows:

Proposal 1 – Approval of the Company’s 2026 Omnibus Equity Incentive Plan, including the reservation of 7,000,000 shares of the Company’s common stock for issuance thereunder.

Proposal 1 was approved.

Proposal 2 – Election of nine (9) directors to serve on the Company’s Board of Directors until the next annual meeting of stockholders and until their respective successors are duly elected and qualified.

Each of the nine nominees was elected to serve as a director of the Company.

Proposal 3 – Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.

Proposal 3 was approved, on a non-binding advisory basis.

Proposal 4 – Ratification of the appointment of RBSM LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2026.

Proposal 4 was approved.

Proposal 5 – Approval of an amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s outstanding common stock at a ratio of up to one-for-two hundred fifty (1-for-250), with the exact ratio and the timing of effectiveness to be determined by the Board of Directors in its discretion at any time on or prior to December 31, 2027.

Proposal 5 was approved.

Proposal 6 – Approval, for purposes of Nasdaq Listing Rule 5635, of the issuance of up to 7,000,000 shares of the Company’s common stock to Adrian Holdings S.R.L. in connection with the QuantumSpeed asset acquisition.

Proposal 6 was approved.

Proposal 7 – Approval, for purposes of Nasdaq Listing Rule 5635, of the issuance of up to 3,500,000 shares of the Company’s common stock to Dream America Marketing Services, Ltda. in connection with the xClibre asset acquisition.

Proposal 7 was approved.

Proposal 8 – Approval, for purposes of Nasdaq Listing Rule 5635, of the issuance of an initial 1,872,659 shares of the Company’s common stock to SaverOne 2014 Ltd and its management under the Exchange Agreement, and additional shares of common stock pursuant to the value protection mechanism described therein.

Proposal 8 was approved.

Proposal 9 – Approval, for purposes of Nasdaq Listing Rule 5635, of the issuance of shares of the Company’s common stock to BladeRanger Ltd. and its designees under the Solar Drone Agreement in connection with the Company’s acquisition of Solar Drone Ltd., consisting of 1,500,000 shares issued as consideration and an indeterminate number of shares issuable upon exercise of related prefunded warrants.

Proposal 9 was approved.

Proposal 10 – Approval, for purposes of Nasdaq Listing Rule 5635, of the issuance of shares of the Company’s common stock to Foresight Autonomous Holdings Ltd. (“Foresight”) in connection with a Securities Exchange Agreement pursuant to which the Company will acquire, in two stages, newly issued ordinary shares of Foresight representing 52% of Foresight’s issued and outstanding share capital.

Proposal 10 was not approved.

No other matters were presented for a vote at the Meeting.

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.