Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Amendment to Employment Agreement of Eric T. Shuss, Chief Operating Officer On October 2, 2026, VisionWave Holdings, Inc. (the “Company”) entered into a letter agreement (the “Amendment”) with Eric T.…
Filed Oct 6, 2026Accepted Oct 6, 2026, 5:00 PM EDTCIK 2038439Accession 0001731122-26-001321
VisionWave Holdings, Inc. (the “Company,” “VisionWave,” “we,” “us,” or “our”) is a Delaware corporation formed on September 4, 2024, with principal executive offices located at 300 Delaware Avenue, Suite 210 #301, Wilmington, Delaware 19801. Our common stock trades on The Nasdaq Global Market under the symbol “VWAV,” and our publicly traded warrants trade under the symbol “VWAVW.” We maintain a website at www.vwav.inc, where additional information about our business can be found. The information contained on, or that can be accessed through, our website is not incorporated by reference into, and is not a part of, this prospectus.
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Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
Amendment to Employment Agreement of Eric T. Shuss,
Chief Operating Officer
On October 2, 2026, VisionWave Holdings, Inc. (the
“Company”) entered into a letter agreement (the “Amendment”) with Eric T. Shuss, the Company’s Chief Operating
Officer and a member of the Company’s Board of Directors (the “Board”), amending the Employment Agreement dated as of
March 13, 2026 between the Company and Mr. Shuss (the “Employment Agreement”). The Amendment was approved by the Compensation
Committee of the Board (the “Compensation Committee”) on October 2, 2026.
As previously disclosed, the Employment Agreement
provided for an annual base salary of $120,000, to be increased to an annual rate of $240,000 upon the Company achieving $3,000,000 in
revenue during any ninety (90) day period (the “Revenue Condition”). Pursuant to the Amendment, Mr. Shuss’s annual base
salary was increased to $240,000, effective as of September 1, 2026, without regard to satisfaction of the Revenue Condition, and the
Revenue Condition is of no further force or effect. The Amendment provides for a one-time catch-up payment equal to the difference between
base salary paid for the period from September 1, 2026 through the date of the Amendment at the prior rate and base salary payable for
such period at the increased rate. The Compensation Committee approved the increase in recognition of Mr. Shuss’s performance and
contributions to the Company and in order to retain his services.
The Amendment does not modify any other term of the
Employment Agreement, including Mr. Shuss’s eligibility for an annual performance bonus, the stock option previously granted to
him, or the severance payable upon a qualifying termination (which remains the greater of $500,000 or two times his then-current base
salary). Except as expressly amended by the Amendment, the Employment Agreement remains in full force and effect.
The foregoing description of the Amendment does not
purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit
10.1 to this Current Report on Form 8-K and incorporated herein by reference. The Employment Agreement was filed as Exhibit 10.1 to the
Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 18, 2026.