Grundlæggende statistik
| LEI | 5493000JSMFRJ0MYHQ65 |
| CIK | 1787518 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Brilliant Acquisition Corp - Unit (1 Ordinary share 1 War and 1 Rts)
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| September 5, 2025 |
Exhibit 10.3 PLACEMENT AGENCY AGREEMENT September 4, 2025 Dawson James Securities, Inc. 101 North Federal Highway, Suite 600 Boca Raton, FL 33432 Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between Nukkleus Inc., a Delaware corporation (the “Company”) and Dawson James Securities, Inc. (“Dawson” or the “Placement Agent”) pursuant to which Dawson shall serve as the |
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| September 5, 2025 |
NUKKLEUS INC. PRE-FUNDED COMMON STOCK PURCHASE WARRANT Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| September 5, 2025 |
Exhibit 99.1 For Immediate Release Nukkleus Inc. Announces Strategic $10.0 Million Private Placement Priced At-the-Market Net proceeds to fund pending acquisitions and business expansion initiatives New York, NY, September 5, 2025 — Nukkleus, Inc. (NASDAQ: NUKK), a strategic acquirer and developer of high-potential businesses in the Aerospace and Defense related (A&D) industries, today announced t |
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| September 5, 2025 |
Exhibit 3.1 NUKKLEUS INC. CERTIFICATE OF DESIGNATIONS OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK September 4, 2025 Pursuant to Section 151 of the General Corporation Law of the State of Delaware (the “DGCL”) and Article IV of the Amended and Restated Certificate of Incorporation (as most recently amended on October 18, 2024, the “Certificate of Incorporation”) o |
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| September 5, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of September 4, 2025, between Nukkleus Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditions set f |
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| September 5, 2025 |
WARRANT NUKKLEUS INC. WARRANT TO PURCHASE COMMON STOCK Exhibit 4.1 WARRANT NUKKLEUS INC. WARRANT TO PURCHASE COMMON STOCK Date of Issuance: September 4, 2025 (“Issuance Date”) Nukkleus Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the |
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| September 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| September 5, 2025 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 4, 2025, between Nukkleus Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Agree |
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| September 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| September 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizatio |
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| September 2, 2025 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”) is made and entered into as of September 1, 2025, by and among Tiltan Software Engineering Ltd., an Israeli corporation (the “Company”), Nukkleus Inc, a Delaware corporation (the “Buyer”), Nukk Picolo Ltd, an Israeli company which is wholly owned by the Buyer (the “Subsidiary”), and Arie Shafir (Israeli ID 06724 |
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| August 29, 2025 |
Exhibit 10.1 JOINT VENTURE AGREEMENT THIS JOINT VENTURE AGREEMENT (this “Agreement”) is made as of August 28, 2025, by and among: Mandragola Ltd., an Israeli company (Reg. No. 515123456), with its principal place of business at 12 Shlomo Ben Yosef, Tel Aviv, Israel (“Mandragola”); Nukk Picolo Ltd., an Israeli company (Reg. No. 517090387), with its principal place of business at 5 Ha’mellaha St., N |
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| August 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizatio |
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| August 29, 2025 |
NUKKLEUS INC. WARRANT TO PURCHASE COMMON STOCK Exhibit 4.2 WARRANT NUKKLEUS INC. WARRANT TO PURCHASE COMMON STOCK Date of Issuance: August 28, 2025 (“Issuance Date”) NUKKLEUS INC.., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, MANDRAGOLA LTD., the registered holder hereof or its permitted assigns (the “Holder”), is entitled, sub |
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| August 29, 2025 |
NUKKLEUS INC. WARRANT TO PURCHASE COMMON STOCK Exhibit 4.1 WARRANT NUKKLEUS INC. WARRANT TO PURCHASE COMMON STOCK Date of Issuance: August 28, 2025 (“Issuance Date”) NUKKLEUS INC.., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, MANDRAGOLA LTD., the registered holder hereof or its permitted assigns (the “Holder”), is entitled, sub |
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| August 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizatio |
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| August 25, 2025 |
EXCLUSIVE LICENSING AND DISTRIBUTION AGREEMENT Exhibit 10.1 PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K, THIS EXHIBIT OMITS CERTAIN INFORMATION, IDENTIFIED BY [***], THAT IS NOT MATERIAL AND THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. EXCLUSIVE LICENSING AND DISTRIBUTION AGREEMENT This Exclusive Distribution Agreement (“Agreement”) is made as of August 20, 2025 (the “Effective Date”), by and between: Blade Ranger Ltd. (“Licens |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39341 Nukkleus Inc. (Exact name of re |
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| August 14, 2025 |
Form of Pre-funded Warrant – August 2025 Exhibit 10.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| August 14, 2025 |
Settlement Agreement between Nukkleus and X ABS dated August 11, 2025 Exhibit 10.3 Settlement Agreement This Settlement Agreement (this “Agreement”), dated as of August 11, 2025, is being entered into by and between Nukkleus Inc., a Delaware corporation (the “Company”), and X ABS Investments Limited Partnership, a Michigan limited partnership (the “Holder”). WHEREAS, on or about August 1, 2024, the Company issued to East Asia Technology Investments Ltd. (“EATI”) a S |
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| August 14, 2025 |
Form of Exchange Warrant – August 2025 Exhibit 10.1 NEITHER THE WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE OF THE WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES. THE WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THE WARRANT ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization |
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| July 31, 2025 |
Warrant Agreement dated July 30, 2025 issued by Synthetic Darwin LLC to Nukkleus Inc.. Exhibit 10.1 THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND STATE SECURITIES LAWS AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES (AS SUCH TERM IS DEFINED IN REGULATION S UNDER THE |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| July 29, 2025 |
As filed with the Securities and Exchange Commission on July 29, 2025. As filed with the Securities and Exchange Commission on July 29, 2025. Registration No. 333-284880 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to the FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) Delaware 6770 38-3912845 (State or jurisdiction of (Primary Standard Ind |
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| July 29, 2025 |
Exhibit 10.33 MUTUAL RELEASE AGREEMENT This Mutual Release Agreement (this “Agreement”) is entered into as of June 19, 2025 (the “Effective Date”), by and between Nukkleus Inc., a Delaware corporation (“NUKK” or the “Company”), and East Asia Technology Investments Ltd. (“East Asia”) and PALM Global Technologies Limited (“Palm”) NUKK, East Asia and Palm may be collectively referred herein as the “P |
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| July 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 4) Filed by Registrant ☒ Filed by Party other than Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ |
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| July 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| July 25, 2025 |
Exhibit 10.1 Amendment No. 4 Amendment No. 4, dated as of July 25, 2025 (this “Amendment”), to the Securities Purchase Agreement and Call Option, dated as of December 15, 2024, as amended by Amendment No. 1 dated February 11, 2025, Amendment No. 2 dated as of June 15, 2025 and Amendment No. 3 dated as of June 15, 2025 (collectively as amended, the “Agreement”), by and among Nukkleus Inc., a Delawa |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 3) Filed by Registrant ☒ Filed by Party other than Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KT/A Amendment No. 1 (Mark One) ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended or ☒ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from September 30, 2024 to December 31, 2024 001-39341 |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39341 Nukkleus Inc |
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| July 9, 2025 |
As filed with the Securities and Exchange Commission on July 9, 2025. As filed with the Securities and Exchange Commission on July 9, 2025. Registration No. 333-284880 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to the FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) Delaware 6770 38-3912845 (State or jurisdiction of (Primary Standard Indu |
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| June 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| June 20, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| June 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2) Filed by Registrant ☒ Filed by Party other than Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ |
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| June 18, 2025 |
Exhibit 10.31 Amendment No. 3 Amendment No. 2, dated as of June 15, 2025 (this “Amendment”), to the Securities Purchase Agreement and Call Option, dated as of December 15, 2024, as amended by Amendment No. 1 dated February 11, 2025 and Amendment No. 2 dated May 13, 2025 (collectively, the “Agreement”), by and among Nukkleus Inc., a Delaware corporation, Star 26 Capital, Inc, a Nevada corporation, |
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| June 18, 2025 |
As filed with the Securities and Exchange Commission on June 18, 2025. As filed with the Securities and Exchange Commission on June 18, 2025. Registration No. 333-284880 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to the FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) Delaware 6770 38-3912845 (State or jurisdiction of (Primary Standard Ind |
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| May 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39341 Nukkleus Inc. (Exact name of r |
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| May 15, 2025 |
As filed with the Securities and Exchange Commission on May 15, 2025. As filed with the Securities and Exchange Commission on May 15, 2025. Registration No. 333-284880 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to the FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) Delaware 6770 38-3912845 (State or jurisdiction of (Primary Standard Indu |
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| May 15, 2025 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number 001-39341 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CAR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Repo |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by Registrant ☒ Filed by Party other than Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ |
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| May 14, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest evaent reported): May 13, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| May 14, 2025 |
Exhibit 10.1 Amendment No. 2 Amendment No. 2, dated as of May 13, 2025 (this “Amendment”), to the Securities Purchase Agreement and Call Option, dated as of December 15, 2024, as amended by Amendment No. 1 dated February 11, 2025 (as amended, the “Agreement”), by and among Nukkleus Inc., a Delaware corporation, Star 26 Capital, Inc, a Nevada corporation, the equity holders of the capital of the Se |
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| May 14, 2025 |
Promissory Note issued by Star 26 Capital Inc. dated May 13, 2025 Exhibit 10.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”) OR UNDER THE LAWS OF ANY STATE OR OTHER JURISDICTION. THIS NOTE MAY NOT BE OFFERED OR SOLD UNLESS REGISTERED UNDER THE ACT AND UNDER THE LAWS OF THE STATES WHERE EACH SALE IS MADE, OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS IS AVAILABLE IN THE OPINION OF COUNSEL SATISFACTORY TO THE BORROWER. PROMISS |
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| May 8, 2025 |
Exhibit 4.8 DESCRIPTION OF SECURITIES General Nukkleus is authorized to issue 150,000,000 shares of Common Stock, par value $0.0001, and 15,000,000 shares of preferred stock, par value $0.0001. The following description of our capital stock and certain provisions of our amended and restated certificate of incorporation and bylaws are summaries and are qualified by reference to our amended and rest |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KT (Mark One) ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended or ☒ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from September 30, 2024 to December 31, 2024 001-39341 Commission file nu |
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| May 8, 2025 |
Policy on Granting Equity Awards Exhibit 99.1 NUKKLEUS INC. POLICY ON GRANTING EQUITY AWARDS ADOPTED ON APRIL 8, 2025 A. Introduction The Board of Directors of Nukkleus Inc. (the "Company") recognizes the importance of adhering to specific practices and procedures in the granting of equity awards. This policy shall apply to all grants of equity awards by the Company. Equity awards are any compensatory award granted under the Comp |
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| May 8, 2025 |
Nukkleus Inc. 2024 Equity Incentive Plan Exhibit 10.27 EQUITY INCENTIVE PLAN NUKKLEUS INC. 2024 EQUITY INCENTIVE PLAN 1. Purpose of the Plan. The purpose of the 2024 Equity Incentive Plan is to attract, retain and motivate employees, officers, directors, consultants, agents, advisors and independent contractors of the Company and its Related Companies by providing them the opportunity to acquire a proprietary interest in the Company and |
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| May 8, 2025 |
Exhibit 14.1 NUKKLEUS INC. CODE OF ETHICS GENERAL STATEMENT OF POLICY: ● Honesty and candor in our activities, including observance of the spirit, as well as the letter of the law; ● Avoidance of conflicts between personal interests and the interests of the Company, or even the appearance of such conflicts; ● Avoidance of Company payments to candidates running for government posts or other governm |
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| April 14, 2025 |
Exhibit 19.1 INSIDER TRADING POLICY Nukkleus Inc. 1. General Purpose Federal securities laws prohibit the purchase or sale of securities by persons who are aware of material nonpublic information about a company, as well as the disclosure of material, nonpublic information about a company to others who then trade in the company’s securities. These transactions are commonly known as “insider tradin |
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| April 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 001-39341 Commission file n |
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| April 14, 2025 |
Policy for the Recovery of Erroneously Awarded Compensation adopted April 8, 2025 Exhibit 97.1 NUKKLEUS INC. POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION A. OVERVIEW In accordance with the applicable rules of The Nasdaq Stock Market (the “Nasdaq Rules”), Section 10D and Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (“Rule 10D-1”), the Board of Directors (the “Board”) of Nukkleus Inc. (the “Company”) has adopted this Policy (th |
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| April 8, 2025 |
Nukkleus Inc. 575 Fifth Ave, 14th Floor New York, New York 10017 April 8, 2025 Nukkleus Inc. 575 Fifth Ave, 14th Floor New York, New York 10017 April 8, 2025 Via Edgar Ms. Keira Nakada Division of Corporation Finance Office of Trade & Service Securities and Exchange Commission Re: Nukkleus Inc. Form 10-K for Fiscal Year Ended September 30, 2024 File No. 001-39341 Dear Ms. Nakada: The following responses address the comments of the staff (the “Staff”) of the Securities and Ex |
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| March 31, 2025 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number 001-39341 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CAR For Period Ended: N/A ☒ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form |
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| February 19, 2025 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| February 18, 2025 |
AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G EXHIBIT A AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G The undersigned agree to file jointly with the Securities and Exchange Commission (the “SEC”) any and all statements on Schedule 13D or Schedule 13G (and any amendments or supplements thereto) required under section 13(d) of the Securities Exchange Act of 1934, as amended, in connection with purchases and sales by the undersigned of the securities of Nukkleus Inc. |
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| February 14, 2025 |
Exhibit 10.2 Amendment No. 1 Amendment No. 1, dated as of February 11, 2025 (this “Amendment”), to the Securities Purchase Agreement and Call Option (the “Agreement”) dated as of December 15, 2024, by and among Nukkleus Inc., a Delaware corporation, Star 26 Capital, Inc, a Nevada corporation, the equity holders of the capital of the Seller listed on Schedule A attached thereto, and Menachem Shalom |
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| February 14, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| February 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by Registrant ☒ Filed by Party other than Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ D |
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| February 12, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Nukkleus Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock 457(c) 4,429,165 N/A |
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| February 12, 2025 |
As filed with the Securities and Exchange Commission on February 12, 2025. As filed with the Securities and Exchange Commission on February 12, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) Delaware 6770 38-3912845 (State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer |
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| February 10, 2025 |
Exhibit 21.1 LIST OF SUBSIDIARIES Name Jurisdiction of Incorporation Ownership Nukkleus Limited Bermuda 100% by Nukkleus, Inc. Nukkleus Malta Holding Ltd. Malta 100% by Nukkleus, Inc. Markets Direct Technology Group Ltd., formerly known as Nukkleus Exchange Malta Ltd. Malta 100% owned by Nukkleus Malta Holding Ltd., a wholly-owned subsidiary of Nukkleus, Inc. Nukkleus Payments Malta Ltd. Malta 100 |
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| February 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 001-39341 Commission file number Nukkleus Inc. |
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| January 16, 2025 |
Exhibit 99.1 Nukkleus Inc. Successfully Resolves Nasdaq Delisting Threat, Achieving Compliance Across All Key Parameters NEW YORK, Jan. 16, 2025 /PRNewswire/ - Nukkleus, Inc. (“Nukkleus” or the “Company”) (NASDAQ: NUKK) announced today that it has been notified on Jan.15, 2025 that it has regained compliance with the market value of listed securities requirement as outlined in Nasdaq Listing Rule |
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| January 16, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizati |
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| January 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2025 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| January 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| January 3, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| January 3, 2025 |
Exhibit 10.1 DATED December 27, 2024 Share purchase agreement between/among MATCH FINANCIAL LIMITED and JAMAL JHURSHID and NUKKLEUS INC. CONTENTS CLAUSE 1. Interpretation 2 2. Sale and purchase 6 3. Purchase price 7 4. Conditions to completion 7 5. Completion 8 6. Warranties 9 7. Confidentiality and announcements 11 8. Further assurance 13 9. Assignment and other dealings 13 10. No agency 14 11. En |
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| December 31, 2024 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number 001-39341 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CAR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition |
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| December 23, 2024 |
AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G EXHIBIT A AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G The undersigned agree to file jointly with the Securities and Exchange Commission (the “SEC”) any and all statements on Schedule 13D or Schedule 13G (and any amendments or supplements thereto) required under section 13(d) of the Securities Exchange Act of 1934, as amended, in connection with purchases and sales by the undersigned of the securities of Nukkleus Inc. |
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| December 20, 2024 |
Form of Warrant – December 2024 Exhibit 4.1 WARRANT NUKKLEUS INC. WARRANT TO PURCHASE COMMON STOCK Date of Issuance: December [ ], 2024 (“Issuance Date”) Nukkleus Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [ ], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| December 20, 2024 |
Form of Pre-Funded Common Stock Purchase Warrant – December 2024 Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| December 20, 2024 |
Exhibit 10.3 PLACEMENT AGENCY AGREEMENT December 18, 2024 Dawson James Securities, Inc. 101 North Federal Highway, Suite 600 Boca Raton, FL 33432 Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between Nukkleus Inc., a Delaware corporation (the “Company”) and Dawson James Securities, Inc. (“Dawson” or the “Placement Agent”) pursuant to which Dawson shall serve as the |
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| December 20, 2024 |
Termination Agreement entered between Nukkleus Inc. and YA II PN Ltd dated December 19, 2024 Exhibit 10.4 TERMINATION AGREEMENT This Termination Agreement (this “Agreement”), effective as of December 19, 2024, is made between NUKKLEUS INC., a corporation organized under the laws of the State of Delaware (the “Company”), and YA II PN Ltd, a Cayman Islands exempt limited company (together with its successors and assigns, the “Investor”). RECITALS WHEREAS, the Company and the Investor are pa |
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| December 20, 2024 |
Exhibit 99.1 Nukkleus Inc. Announces Strategic $10.0 Million Private Placement Priced Above-the-Market under Nasdaq Rules JERSEY CITY, N.J., Dec. 18, 2024 /PRNewswire/ - Nukkleus, Inc. (NASDAQ: NUKK), today announced the pricing of a private placement with a single New York-based family office investor. The aggregate gross cash proceeds are expected to be $10.0 million, before deducting fees to th |
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| December 20, 2024 |
Form of Registration Rights Agreement – December 2024 Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 19, 2024, between Nukkleus Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Agree |
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| December 20, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 18, 2024, between Nukkleus Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditions set f |
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| December 17, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 15, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| December 17, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT AND CALL OPTION This Securities Purchase Agreement and Call Option (this “Agreement”) is made and entered into as of December 15, 2024, by and among Nukkleus Inc., a Delaware corporation (the “Company”), Star 26 Capital, Inc, a Nevada corporation (the “Seller”), the equity holders of the capital of the Seller listed on Schedule A attached hereto (collecti |
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| December 6, 2024 |
Form of Convertible Promissory Notes issued to YA II PN, Ltd. Exhibit 10.2 NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSU |
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| December 6, 2024 |
Exhibit 10.1 STANDBY EQUITY PURCHASE AGREEMENT THIS STANDBY EQUITY PURCHASE AGREEMENT (this “Agreement”) dated as of December 3, 2024, is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and NUKKLEUS INC., a company incorporated under the laws of the State of Delaware (the “Company”). The Investor and the Company may be referred to herein individually a |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizati |
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| December 6, 2024 |
Registration Rights Agreement dated December 3, 2024 between Nukkleus Inc. and YA II PN, Ltd. Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of December 3, 2024 is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and NUKKLEUS INC., a company incorporated under the laws of the State of Delaware (the “Company”). The Investor and the Company may be referred to herein individually as a “Part |
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| November 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 25, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| November 22, 2024 |
Securities Purchase Agreement dated November 19, 2024 Exhibit 10.1 SUBSCRIPTION AGREEMENT INVESTOR: NUKK TRACKER NOTES - CH1108678926 / 23714, series of notes (Series 24) issued by ProETP DAC By: /s/ James Prins Name: James Prins Title: Director Date 18 November 2024 Share Price: $ 1.7765 Purchased Shares: 138,556 Purchase Price: $ 246,145 BANK ACCOUNT DETAILS: NUKKLEUS INC. CITIBANK ROUTING (ABA) 021000089 SWIFT CITIUS33 ACCT NUMBER: 6882381534 Per |
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| November 22, 2024 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 19, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| November 15, 2024 |
Letter Agreement between Nukkleus Inc. and X Group Fund of Funds dated November 14, 2024 Exhibit 10.1 Nukkleus Inc. 525 Washington Blvd. Jersey City, New Jersey 07310 November 14, 2024 X Group Fund of Funds 22511 Telegraph, Suite 202 Southfield, MI 38033 Re: Conversion Agreement dated November 8, 2024 To whom it may concern: Reference is hereby made to the Conversion Agreement dated November 8, 2024 between Nukkleus Inc. (the “Company”) and X Group Fund of Funds (the “Holder”). The pa |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizati |
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| November 12, 2024 |
Form of Exit and Settlement Agreement dated November 8, 2024 Exhibit 10.1 EXIT AND SETTLEMENT AGREEMENT This Exit and Settlement Agreement (the “Agreement”) is made and entered into as of November 8, 2024, by and between Nukkleus Inc. with its address located at 525 Washington Blvd 14th Floor, Jersey City, New Jersey 07310, a corporation organized under the laws of the State of Delaware and listed on the NASDAQ stock exchange (the “Company”), and [*] (the “ |
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| November 12, 2024 |
Conversion Agreement entered with X Group Fund of Funds dated November 8, 2024 Exhibit 10.3 CONVERSION AGREEMENT CONVERSION AGREEMENT dated as of November 8, 2024 (this “Agreement”) by and between Nukkleus Inc., a Delaware corporation (the “Company”), and X Group Fund of Funds, Limited Partnership (the “Holder”). RECITALS WHEREAS, as of the effective date of this Agreement, the Company owes the Holder an aggregate of $771,085, including without limitation the principal and a |
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| November 12, 2024 |
Securities Purchase Agreement dated November 8, 2024 Exhibit 10.2 SUBSCRIPTION AGREEMENT INVESTOR: NUKK TRACKER NOTES - CH1108678926 / 23714, series of notes (Series 24) issued by ProETP DAC By: /s/ James Prins Name: James Prins Title: Director Date 08 November 2024 Share Price: $ 2.09456 Purchased Shares: 110,707 Purchase Price: $ 231,882 BANK ACCOUNT DETAILS: NUKKLEUS INC. CITIBANK ROUTING (ABA) 021000089 SWIFT CITIUS33 ACCT NUMBER: 6882381534 Per |
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| November 12, 2024 |
Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF NUKKLEUS INC. (hereinafter called the “Corporation”) ARTICLE I MEETINGS OF STOCKHOLDERS Section 1.1. Place of Meetings. Meetings of the stockholders of the Corporation shall be held at such time and place, if any, either within or without the State of Delaware, as shall be designated from time to time by the board of directors of the Corporation (the “Boa |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizati |
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| November 12, 2024 |
Exhibit 10.4 DATED 08-11-2024 | 12:49:38 GMT SETTLEMENT AGREEMENT AND RELEASE among Party A and Party B and Party C CONTENTS CLAUSE 1. Definitions and interpretation 1 2. Effect of this agreement 2 3. Settlement Matters 2 4. Release 4 5. Agreement not to sue 5 6. Costs 5 7. Warranties and authority 5 8. Indemnities 5 9. No admission 6 10. Severability 6 11. Entire agreement 6 12. Confidentiality 6 |
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| October 22, 2024 |
Exhibit 99.1 Nukkleus Announces Reverse Stock Split Shares Will Begin Trading on a Split-Adjusted Basis on October 24, 2024 Jersey City, New Jersey, Oct. 22, 2024 (GLOBE NEWSWIRE) - Nukkleus, Inc. (NASDAQ: NUKK), a FinTech and financial services company, today announced that it will effect a 1-for-8 reverse split of the issued shares of its common stock, effective at 12:01 a.m. Eastern Time on Oct |
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| October 22, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizati |
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| October 18, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NUKKLEUS INC. a Delaware corporation Nukkleus Inc., a Delaware corporation, organized and existing under and by virtue of the Delaware General Corporation Law (the “DGCL”), does hereby certify that: FIRST: The name of the corporation is Nukkleus Inc. (the “Corporation”). SECOND: The Board of Directors of t |
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| October 18, 2024 |
Exhibit 3.2 STATE OF DELAWARE CERTIFICATE OF CORRECTION NUKKLEUS Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware. DOES HEREBY CERTIFY: 1. The name of the corporation is Nukkleus Inc. 2. That a Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Nukkleus Inc. was filed by the Secretary of State o |
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| October 18, 2024 |
Exhibit 3.3 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF Nukkleus Inc. a Delaware corporation Nukkleus Inc., a Delaware corporation, organized and existing under and by virtue of the Delaware General Corporation Law (the “DGCL”), does hereby certify that: FIRST: The name of the corporation is Nukkleus Inc. (the “Corporation”). SECOND: The Board of Directors of t |
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| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizati |
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| October 4, 2024 |
Exhibit 10.1 Release Agreement This Release Agreement (the “Agreement”) is entered into on September 30, 2024, by and between: Nukkleus Inc., a Delaware corporation (“Nukkleus”), Triton Capital Markets Ltd. (“TCM”) and FXDirectDealer LLC (“FXDIRECT” and collectively with Nukkleus and TCM, referred to as the “Parties”) WHEREAS: 1. Nukkleus Limited, a wholly-owned subsidiary of Nukkleus, provided it |
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| October 4, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organiza |
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| September 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| September 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| September 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizat |
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| September 12, 2024 |
Form of Senior Unsecured Promissory Note dated September 10, 2024 issued to X Group Fund of Funds Exhibit 4.1 SENIOR UNSECURED PROMISSORY NOTE USD $125,000 September 10, 2024 Jersey City, New Jersey For value received, Nukkleus Inc., a Delaware corporation (the “Company”), promises to pay to MOZ Credit Investment LLC (the “Noteholder”) the principal sum of ONE HUNDRED TWENTY FIVE THOUSAND DOLLARS (USD $125,000) together with accrued and unpaid interest thereon, each due and payable on the date |
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| September 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39341 Nukkleus Inc. (Exact name of re |
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| August 27, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organizatio |
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| August 15, 2024 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number 001-39341 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CAR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Repor |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39341 Nukkleus Inc. (Exact name of r |
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| August 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization |
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| August 5, 2024 |
Common Stock Purchase Warrant issued to East Asia Technology Investments Limited Exhibit 4.2 NEITHER THE WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE OF THE WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES. THE WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THE WARRANT ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED U |
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| August 5, 2024 |
Exhibit 4.1 SENIOR UNSECURED PROMISSORY NOTE USD $515,000 August 1, 2024 Jersey City, New Jersey For value received, Nukkleus Inc., a Delaware corporation (the “Company”), promises to pay to East Asia Technology Investments Ltd. (the “Noteholder”) the principal sum of FIVE HUNDRED FIFTEEN THOUSAND FIVE HUNDRED DOLLARS (USD $515,000) together with accrued and unpaid interest thereon, each due and p |
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| July 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39341 Nukkleus Inc. (Exact name o |
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| July 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| July 12, 2024 |
Exhibit 10.6 AMENDMENT NO. 1 TO THE GLOBAL SERVICE AGREEMENT This Amendment No. 1 to the Global Service Agreement ( the “Original Agreement”) dated May 24th, 2016 between Nukkleus Limited, a private limited Bermuda company (“Nukk”) and FXDD Trading Limited, a private limited Bermuda company (“FXDD”) is entered this 3rd day of June 2016. All defined terms not defined herein shall have the meaning a |
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| July 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 001-39341 Commission file number Nukkleus Inc. |
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| July 12, 2024 |
Exhibit 10.7 AMENDMENT TO THE GLOBAL SERVICE AGREEMENT This Amendment to the Global Service Agreement (the “Original Agreement”) dated May 24, 2017 between Nukkleus Limited, a private limited Bermuda company (“Nukk”) and FML Malta, Ltd., a limited liability company organized under the laws of Malta (“FML”) is entered this 17th day of October 2017 with an effective date of October 1, 2017. All defi |
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| July 12, 2024 |
Letter Agreement entered between FML Malta Ltd., FXDD Malta Limited and Nukkleus Limited Exhibit 10.8 525 Washington Blvd. Suite 1405 Newport, NJ 07310 December 27, 2017 FML Malta, Ltd. FXDD Malta Limited Re: General Services Agreement - Correction To whom it may concern: On May 24, 2016, Nukkleus Limited (the “Subsidiary”) entered into a General Services Agreement to provide its software, technology, customer sales and marketing and risk management technology hardware and software so |
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| July 12, 2024 |
General Service Agreement between Nukkleus Limited and FXDirectDealer LLC dated May 24, 2016 Exhibit 10.5 GLOBAL SERVICE AGREEMENT This global service agreement ( the “Agreement”) is entered into by and between Nukkleus Limited, a private limited Bermuda company (“Nukk”) and FXDirectDealer, LLC, a private limited liability company organized pursuant to the laws of the state of Delaware with its principal place of business located at Newport Towers, 525 Washington Blvd., Jersey City, NJ 07 |
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| July 12, 2024 |
Exhibit 21.1 Subsidiaries: Name Jurisdiction of Incorporation Ownership Nukkleus Limited Bermuda 100% by Nukkleus, Inc. Nukkleus Malta Holding Ltd. Malta 100% by Nukkleus, Inc. Markets Direct Technology Group Ltd., formerly known as Nukkleus Exchange Malta Ltd. Malta 100% owned by Nukkleus Malta Holding Ltd., a wholly-owned subsidiary of Nukkleus, Inc. Nukkleus Payments Malta Ltd. Malta 100% owned |
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| July 12, 2024 |
General Service Agreement between Nukkleus Limited and FML Malta Limited dated May 24, 2016 Exhibit 10.4 GLOBAL SERVICE AGREEMENT This global service agreement ( the “Agreement”) is entered into by and between Nukkleus Limited, a private limited Bermuda company (“Nukk”) and FML Malta, Ltd, a private limited liability company organized pursuant to the laws of Malta with its principal place of business located at K2, First Floor, Forni Complex, Valletta Waterfront, Floriana, FRN 1913, Malt |
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| June 17, 2024 |
Senior Unsecured Promissory Note dated June 11, 2024 issued to X Group Fund of Funds Exhibit 4.1 SENIOR UNSECURED PROMISSORY NOTE USD $312,500 June 11, 2024 Jersey City, New Jersey For value received, Nukkleus Inc., a Delaware corporation (the “Company”), promises to pay to X Group Fund of Funds, Limited Partnership (the “Noteholder”) the principal sum of THREE HUNDRED TWELVE THOUSAND FIVE HUNDRED DOLLARS (USD $312,500) together with accrued and unpaid interest thereon, each due a |
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| June 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| June 17, 2024 |
Voting Agreement dated June 11, 2024 between Nukkleus Inc. and X Group Fund of Funds Exhibit 10.2 VOTING AGREEMENT Dated as of June 11, 2024 This Voting Agreement, dated as of the date first set forth above (this “Agreement”), is entered into by and between X Group Fund of Funds, a Michigan limited partnership (“Buyer”), Nukkleus Inc., a Delaware corporation (the “Company”), and the shareholder of the Company whose name appears on the signature pages of this Agreement (“Company Sh |
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| June 17, 2024 |
Restructuring Agreement dated June 11, 2024 between Nukkleus Inc. and X Group Fund of Funds Exhibit 10.1 RESTRUCTURING AGREEMENT This RESTRUCTURING AGREEMENT (this “Agreement”) dated as of June 11, 2024 (the “Effective Date”) is entered into by and among Nukkleus Inc., a Delaware corporation (“Nukk”) and X Group Fund of Funds, a Michigan limited partnership (“X Group” and together with Nukk the “Parties”). RECITALS WHEREAS, Nukk is listed on the Nasdaq Global Market under the symbol “NUK |
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| June 17, 2024 |
Common Stock Purchase Warrant issued to X Group Fund of Funds Exhibit 4.2 NEITHER THE WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE OF THE WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES. THE WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THE WARRANT ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED U |
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| June 4, 2024 |
Exhibit 10.1 SETTLEMENT AGREEMENT AND STIPULATION THIS SETTLEMENT AGREEMENT and STIPULATION is dated as of May 28th, 2024 (the “Settlement Date”) by and between Nukkleus Inc. (“NUKK” or the “Company”), a corporation formed under the laws of the State of Delaware, and Silverback Capital Corporation, (“SCC”), a Delaware Corporation. BACKGROUND: WHEREAS, there are bona fide outstanding liabilities of |
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| June 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| May 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| May 30, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| May 21, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) |
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| May 8, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2024 NUKKLEUS INC. (Exact name of registrant as specified in its charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation or organization) ( |
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| March 8, 2024 |
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 February 9, 2024 Date of Report (Date of earliest event reported) NUKKLEUS INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation) (Commission File Numb |
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| January 26, 2024 |
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 January 19, 2024 Date of Report (Date of earliest event reported) NUKKLEUS INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation) (Commission File Numb |
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| January 26, 2024 |
Exhibit 99.1 Nukkleus Appoints C. Derek Campbell to Board of Directors, Bolstering its Growing Footprint in Emerging Markets Campbell, an experienced business leader with strong ties to emerging markets such as Africa, joins Nukkleus as it expands its global footprint NEW YORK, January 26, 2024 - Nukkleus Inc. (NASDAQ: NUKK), a pioneering force in the fintech industry, is pleased to announce the a |
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| January 17, 2024 |
Exhibit 99.1 Nukkleus Signs MOU to Substantially Increase Holdings in Jacobi Asset Management MOU Sets Stage for Nukkleus to Acquire Additional 16% in Jacobi, Europe’s First Approved Bitcoin Spot ETF, Elevating Total Holdings to Approx. 20% NEW YORK, January 17, 2024 – Nukkleus Inc. (NASDAQ: NUKK), a pioneering force in the fintech industry, today announced the signing of a Memorandum of Understan |
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| January 17, 2024 |
Financial Statements and Exhibits, Other Events 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 January 17, 2024 Date of Report (Date of earliest event reported) NUKKLEUS INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation) (Commission File Numb |
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| January 11, 2024 |
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 January 5, 2024 Date of Report (Date of earliest event reported) NUKKLEUS INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| January 2, 2024 |
Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BRILLIANT ACQUISITION CORPORATION December 22, 2023 Brilliant Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is Brilliant Acquisition Corporation. The original certificate of incorporation was fil |
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| January 2, 2024 |
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 December 22, 2023 Date of Report (Date of earliest event reported) NUKKLEUS INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39341 38-3912845 (State or other jurisdiction of incorporation) (Commission File Num |
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| January 2, 2024 |
Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF NUKKLEUS INC. (hereinafter called the “Corporation”) ARTICLE I MEETINGS OF STOCKHOLDERS Section 1.1. Place of Meetings. Meetings of the stockholders of the Corporation shall be held at such time and place, if any, either within or without the State of Delaware, as shall be designated from time to time by the board of directors of the Corporation (the “Boa |
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| January 2, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.4 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below and not otherwise defined in this Exhibit 99.4 have the same meaning as terms defined and included elsewhere in the Current Report on Form 8-K (the “Form 8-K”) filed with the Securities and Exchange Commission (the “SEC”) on December 29, 2023. The unaudited pro forma condensed combined financial |
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| January 2, 2024 |
Nukkleus Inc. Closes Merger with Brilliant Acquisition Corporation Exhibit 99.1 Nukkleus Inc. Closes Merger with Brilliant Acquisition Corporation NEW YORK, December 22, 2023 /PRNewswire/ — Nukkleus Inc. (Nasdaq: NUKK) proudly announces the closing of its strategic merger with Brilliant Acquisition Corporation. This merger, valuing Nukkleus at around $105 million, signifies a bold step into a future rich with digital asset opportunities for businesses and investo |
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| January 2, 2024 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-39341 CUSIP NUMBER 67054R 104 67054R 112 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CAR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Repor |
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| January 2, 2024 |
Exhibit 99.2 Nukkleus Releases Updated Corporate Presentation: Lays Out Vision for Building Financial Infrastructure of the Future Nukkleus is a curated gateway to the future of finance infrastructure, investing and nurturing technologies that are at the foundation of new-age financial services NEW YORK, Dec. 29, 2023 - Nukkleus Inc. (NASDAQ: NUKK), a pioneering force in the fintech industry, prou |
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| January 2, 2024 |
Exhibit 99.3 12/29/2023 NUKKLEUS GROUP CORPORATE PRESENTATION A GATEWAY TO THE FUTURE OF FINANCE 2 LEGAL DISCLAIMER (I) Disclaimer and Cautionary Note Regarding Forward - Looking Statements This presentation (together with oral statements made in connection herewith, this “ Presentation ” ) contains selected confidential information about Nukkleus Inc. and its subsidiaries ( “ NUKK ” ) and Brillia |
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| January 2, 2024 |
Certificate of Incorporation of Brilliant Exhibit 3.1 CERTIFICATE OF CORPORATE DOMESTICATION OF BRILLIANT ACQUISITION CORPORATION Pursuant to Section 388 of the General Corporation Law of the State of Delaware Brilliant Acquisition Corporation, presently a British Virgin Islands business company, organized and existing under the laws of the British Virgin Islands (the “Company”), DOES HEREBY CERTIFY: 1. The Company was first incorporated |
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| January 2, 2024 |
Nukkleus 2023 Incentive Award Plan. Exhibit 10.1 EQUITY INCENTIVE PLAN Nukkleus Inc. 2023 Equity Incentive Plan 1. Purpose of the Plan. The purpose of the 2023 Equity Incentive Plan is to attract, retain and motivate employees, officers, directors, consultants, agents, advisors and independent contractors of the Company and its Related Companies by providing them the opportunity to acquire a proprietary interest in the Company and t |
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| December 19, 2023 |
Regulation FD Disclosure, Submission of Matters to a Vote of Security Holders 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): December 13, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpo |
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| December 15, 2023 |
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): December 11, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpo |
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| December 4, 2023 |
Filed by Brilliant Acquisition Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nukkleus Inc. |
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| December 1, 2023 |
Filed by Brilliant Acquisition Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nukkleus Inc. |
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| November 29, 2023 |
Filed by Brilliant Acquisition Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nukkleus Inc. |
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| November 29, 2023 |
Filed by Brilliant Acquisition Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nukkleus Inc. |
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| November 24, 2023 |
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): November 22, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpo |
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| November 24, 2023 |
Form of Promissory Note, dated November 22, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| November 24, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to December 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to December 23, 2023 New York, Nov. 22, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until December 23, 2023. In connection with the extension |
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| November 24, 2023 |
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): November 22, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpo |
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| November 24, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to December 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to December 23, 2023 New York, Nov. 22, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until December 23, 2023. In connection with the extension |
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| November 24, 2023 |
Form of Promissory Note, dated November 22, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| November 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39341 BRILLIANT AC |
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| November 14, 2023 |
BRILLIANT ACQUISITION CORPORATION 424B3 1 f424b31123brilliant.htm PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-273401 BRILLIANT ACQUISITION CORPORATION PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT On February 22, 2022, Nukkleus Inc., which is referred to as “Nukkleus,” and Brilliant Acquisition Corporation, which is referred to as “Brilliant,” entered into an Agreement and Plan of Merger, as amended and restated |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39341 CUSIP NUMBER G1643W111 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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| November 13, 2023 |
Giovanni Caruso Partner Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Direct 212. |
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| November 13, 2023 |
As filed with the U.S. Securities and Exchange Commission on November 13, 2023 As filed with the U.S. Securities and Exchange Commission on November 13, 2023 Registration No. 333-273401 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands* 6770 (State or other jur |
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| November 13, 2023 |
Brilliant Acquisition Corporation 99 Dan Ba Road, C-9, Putuo District, Shanghai, Peoples Republic of China November 13, 2023 VIA EDGAR & TELECOPY Cara Wirth Lilyanna Peyser Division of Corporation Finance United States Securities and Exchange Commission 100 F St NE Washington, DC 20549 Re: Brilliant Acquisition Corporation (the “Company”) Registration Statement on Form S-4 File No. |
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| November 6, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Brilliant Acquisition Corporation. |
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| November 6, 2023 |
As filed with the U.S. Securities and Exchange Commission on November 6, 2023 As filed with the U.S. Securities and Exchange Commission on November 6, 2023 Registration No. 333-273401 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands* 6770 (State or other juri |
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| November 2, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): November 1, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpor |
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| November 2, 2023 |
Exhibit 2.2 AMENDMENT NO. 1 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER November 1, 2023 THIS AMENDMENT NO. 1 (this “Amendment”) to the Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”), dated as of June 23, 2023, by and among Nukkleus Inc., a Delaware corporation (the “Company”), Brilliant Acquisition Corporation, a British Virgin Islands company (the “SPAC”) and |
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| November 2, 2023 |
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): November 1, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpor |
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| November 2, 2023 |
Exhibit 2.2 AMENDMENT NO. 1 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER November 1, 2023 THIS AMENDMENT NO. 1 (this “Amendment”) to the Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”), dated as of June 23, 2023, by and among Nukkleus Inc., a Delaware corporation (the “Company”), Brilliant Acquisition Corporation, a British Virgin Islands company (the “SPAC”) and |
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| October 23, 2023 |
Form of Promissory Note, dated October 20, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| October 23, 2023 |
Form of Promissory Note, dated October 20, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| October 23, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to November 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to November 23, 2023 New York, Oct. 20, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until November 23, 2023. In connection with the extension |
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| October 23, 2023 |
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): October 20, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpor |
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| October 23, 2023 |
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): October 20, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpor |
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| October 23, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to November 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to November 23, 2023 New York, Oct. 20, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until November 23, 2023. In connection with the extension |
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| October 4, 2023 |
Preliminary Proxy Card of Nukkleus. Exhibit 99.7 NUKKLEUS PROXY CARD Nukkleus Inc. 525 Washington Boulevard Jersey City, New Jersey 07310 SPECIAL MEETING OF STOCKHOLDERS THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF NUKKLEUS INC. The undersigned appoints Emil Assentato and Jamal “Jamie” Khurshid as proxies, and each of them with full power to act without the other, each with the power to appoint a substitute, and he |
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| October 4, 2023 |
As filed with the U.S. Securities and Exchange Commission on October 3, 2023 As filed with the U.S. Securities and Exchange Commission on October 3, 2023 Registration No. 333-273401 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands* 6770 (State or other juris |
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| October 3, 2023 |
Giovanni Caruso Partner Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Direct 212. |
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| September 22, 2023 |
Form of Promissory Note, dated August 22, 2023. Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| September 22, 2023 |
Form of Promissory Note, dated September 22, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| September 22, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to October 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to October 23, 2023 New York, Sept. 22, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until October 23, 2023. In connection with the extension, |
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| September 22, 2023 |
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 22, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorp |
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| September 22, 2023 |
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 22, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorp |
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| September 22, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to October 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to October 23, 2023 New York, Sept. 22, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until October 23, 2023. In connection with the extension, |
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| September 19, 2023 |
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 18, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorp |
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| September 19, 2023 |
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 18, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorp |
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| September 8, 2023 |
Exhibit 21.1 List of Subsidiaries of Brilliant Acquisition Corporation Name of Subsidiary Jurisdiction of Organization BRIL Merger Sub, Inc. Delaware |
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| September 8, 2023 |
Preliminary Proxy Card of Brilliant. Exhibit 99.8 BRILLIANT ACQUISITION CORPORATION THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS FOR THE SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON [], 2023 The undersigned, revoking any previous proxies relating to these shares, hereby acknowledges receipt of the notice and joint proxy statement/prospectus, dated [], 2023, in connection with the Brilliant Special Meeting to be held at [] Easte |
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| September 8, 2023 |
Giovanni Caruso Partner Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Direct 212. |
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| September 8, 2023 |
As filed with the U.S. Securities and Exchange Commission on September 8, 2023 As filed with the U.S. Securities and Exchange Commission on September 8, 2023 Registration No. 333-273401 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands* 6770 (State or other jur |
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| August 23, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to September 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to September 23, 2023 New York, Aug. 23, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until September 23, 2023. In connection with the extensi |
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| August 23, 2023 |
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): August 22, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpora |
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| August 23, 2023 |
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): August 22, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorpora |
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| August 23, 2023 |
Form of Promissory Note, dated August 22, 2023. Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| August 23, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to September 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to September 23, 2023 New York, Aug. 23, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until September 23, 2023. In connection with the extensi |
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| August 23, 2023 |
Form of Promissory Note, dated August 22, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| August 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39341 BRILLIANT ACQUISI |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39341 CUSIP NUMBER G1643W111 (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transiti |
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| July 25, 2023 |
As filed with the U.S. Securities and Exchange Commission on July 24, 2023 As filed with the U.S. Securities and Exchange Commission on July 24, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands* 6770 (State or other jurisdiction of incorporation or |
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| July 25, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Brilliant Acquisition Corporation. |
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| July 25, 2023 |
Consent of Craig Marshak to be named as a director. Exhibit 99.2 Consent to be Named as a Director Nominee In connection with the filing by Brilliant Acquisition Corp. (“Brilliant”) of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the |
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| July 25, 2023 |
Consent of The Benchmark Company, LLC Exhibit 99.10 CONSENT OF THE BENCHMARK COMPANY, LLC Brilliant Acquisition Corporation 99 Dan Ba Road, C-9, Putuo District, Shanghai, Peoples Republic of China The Board of Directors: We hereby consent to the inclusion of our opinion letter, dated April 6, 2022, to the Board of Directors of Brilliant Acquisition Corporation (“Brilliant”) as Annex B to, and reference thereto under the headings, “Que |
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| July 25, 2023 |
Consent of Daniel Marcus to be named as a director. Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by Brilliant Acquisition Corp. (“Brilliant”) of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the |
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| July 25, 2023 |
Consent of Nicholas Gregory to be named as a director. Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Brilliant Acquisition Corp. (“Brilliant”) of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the |
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| July 25, 2023 |
Consent of Jamal “Jamie” Khurshid to be named as a director. Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by Brilliant Acquisition Corp. (“Brilliant”) of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the |
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| July 25, 2023 |
Consent of Emil Assentato to be named as a director. Exhibit 99.1 Consent to be Named as a Director Nominee In connection with the filing by Brilliant Acquisition Corp. (“Brilliant”) of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the |
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| July 25, 2023 |
Consent of Brian Schwieger to be named as a director. Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by Brilliant Acquisition Corp. (“Brilliant”) of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the |
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| July 21, 2023 |
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): July 20, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporati |
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| July 21, 2023 |
Promissory Note, dated July 20, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| July 21, 2023 |
Amended and Restated Articles of Amendment. Exhibit 3.1 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF Brilliant Acquisition Corporation A COMPANY LIMITED BY SHARES Amended and restated by a Resolution of Members passed on 20 July 2023 and filed on 21 July 2023 1. REGISTERED SHARES 1.1. Every Member is entitled to a certificate signed by a director of the Company |
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| July 21, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to August 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to August 23, 2023 July 21, 2023 | Source: Brilliant Acquisition Corporation New York, July 21, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or u |
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| July 21, 2023 |
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): July 20, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporati |
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| July 21, 2023 |
Amended and Restated Articles of Association Exhibit 3.1 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF Brilliant Acquisition Corporation A COMPANY LIMITED BY SHARES Amended and restated by a Resolution of Members passed on 20 July 2023 and filed on 21 July 2023 1. REGISTERED SHARES 1.1. Every Member is entitled to a certificate signed by a director of the Company |
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| July 21, 2023 |
Promissory Note, dated July 20, 2023. Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| July 21, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to August 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to August 23, 2023 July 21, 2023 | Source: Brilliant Acquisition Corporation New York, July 21, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or u |
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| July 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☒ D |
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| July 6, 2023 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): June 30, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporati |
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| July 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ D |
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| July 5, 2023 |
Giovanni Caruso Partner Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Direct 212. |
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| June 29, 2023 |
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): June 23, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporati |
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| June 26, 2023 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER dated June 23, 2023 by and among Nukkleus Inc., a Delaware corporation (the “Company”), Brilliant Acquisition Corporation, a British Virgin Islands company (the “SPAC”), and BRIL Merger Sub, Inc., a Delaware corporation (“Merger Sub”). TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 ARTICLE II THE DOMESTICATION AND THE MERGER 7 2.1 The D |
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| June 26, 2023 |
Form of Lock-Up Agreement by and among Nukkleus, Brilliant and certain stockholders. Exhibit 10.2 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of [], 2023 by and between the undersigned stockholder (the “Holder”) and Nukkleus, Inc., a Delaware corporation (formerly known as Brilliant Acquisition Corporation) (the “Company”). A. Nukkleus, Inc., a Delaware corporation, and Brilliant Acquisition Corporation, a British Virgin Islands company (the “SPAC”), en |
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| June 26, 2023 |
Form of Support Agreement, among Brilliant Acquisition Corporation. and the investors party thereto. Exhibit 10.1 AMENDED AND RESTATED COMPANY STOCKHOLDER SUPPORT AGREEMENT This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of June , 2023 (this “Support Agreement”), is entered into by and among the stockholder named on the signature page hereto (the “Stockholder”), Nukkleus Inc., a Delaware corporation (the “Company”), and Brilliant Acquisition Corporation, a British Virgin Islands company (“Br |
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| June 26, 2023 |
Form of Registration Rights Agreement. Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [] day of [], 2023, by and among Nukkleus, Inc. (formerly known as Brilliant Acquisition Corporation), a Delaware corporation (the “Company,” and such entity prior to the consummation of the Business Combination (as defined below), “Legacy Brilliant”), the equityholders design |
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| June 26, 2023 |
Form of Registration Rights Agreement by and among Nukkleus, Brilliant and certain stockholders. Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [] day of [], 2023, by and among Nukkleus, Inc. (formerly known as Brilliant Acquisition Corporation), a Delaware corporation (the “Company,” and such entity prior to the consummation of the Business Combination (as defined below), “Legacy Brilliant”), the equityholders design |
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| June 26, 2023 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER dated June 23, 2023 by and among Nukkleus Inc., a Delaware corporation (the “Company”), Brilliant Acquisition Corporation, a British Virgin Islands company (the “SPAC”), and BRIL Merger Sub, Inc., a Delaware corporation (“Merger Sub”). TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 ARTICLE II THE DOMESTICATION AND THE MERGER 7 2.1 The D |
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| June 26, 2023 |
Exhibit 10.2 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of [], 2023 by and between the undersigned stockholder (the “Holder”) and Nukkleus, Inc., a Delaware corporation (formerly known as Brilliant Acquisition Corporation) (the “Company”). A. Nukkleus, Inc., a Delaware corporation, and Brilliant Acquisition Corporation, a British Virgin Islands company (the “SPAC”), en |
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| June 26, 2023 |
Form of Support Agreement, among Brilliant Acquisition Corporation and the investors party thereto. Exhibit 10.1 AMENDED AND RESTATED COMPANY STOCKHOLDER SUPPORT AGREEMENT This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of June , 2023 (this “Support Agreement”), is entered into by and among the stockholder named on the signature page hereto (the “Stockholder”), Nukkleus Inc., a Delaware corporation (the “Company”), and Brilliant Acquisition Corporation, a British Virgin Islands company (“Br |
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| June 26, 2023 |
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): June 23, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporati |
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| June 26, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): June 23, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporati |
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| June 23, 2023 |
Promissory Note, dated June 21, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| June 23, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to July 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to July 23, 2023 June 23, 2023 | Source: Brilliant Acquisition Corporation New York, June 23, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or unt |
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| June 23, 2023 |
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): June 21, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporati |
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| June 23, 2023 |
Promissory Note, dated June 21, 2023. Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| June 23, 2023 |
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): June 21, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporati |
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| June 23, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to July 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to July 23, 2023 June 23, 2023 | Source: Brilliant Acquisition Corporation New York, June 23, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or unt |
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| June 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ D |
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| May 23, 2023 |
Promissory Note, dated May 22, 2023 EX-10.1 2 ea179130ex10-1brilliant.htm PROMISSORY NOTE, DATED MAY 22, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SAT |
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| May 23, 2023 |
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): May 22, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporatio |
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| May 23, 2023 |
Promissory Note, dated May 22, 2023. EX-10.1 2 ea179130ex10-1brilliant.htm PROMISSORY NOTE, DATED MAY 22, 2023 Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SAT |
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| May 23, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to June 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to June 23, 2023 May 23, 2023 | Source: Brilliant Acquisition Corporation New York, May 23, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until |
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| May 23, 2023 |
Brilliant Acquisition Corporation Announces Extension of Completion Window to June 23, 2023 Exhibit 99.1 Brilliant Acquisition Corporation Announces Extension of Completion Window to June 23, 2023 May 23, 2023 | Source: Brilliant Acquisition Corporation New York, May 23, 2023 (GLOBE NEWSWIRE) - Brilliant Acquisition Corporation (“Brilliant”) announced today that it has extended the period of time it will have to consummate its initial business combination by a further one month, or until |
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| May 23, 2023 |
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): May 22, 2023 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands 001-39341 N/A (State or other jurisdiction of incorporatio |
