---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-049000"
form_type: "8-K"
ticker: "BURU"
cik: "0001814215"
company_name: "Nuburu, Inc."
filed_at: "2026-02-12T23:59:59+00:00"
generated_at: "2026-05-16T03:05:52.749724+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Nuburu acquires 0.8% stake in Heckler & Koch for $15M via convertible note; exchanges Series A for warrant

## Summary
- Purchased 295,000 H&K shares (0.8% stake) for $15M via zero-interest convertible note due March 2027, convertible at $0.1515/share.
- Exchanged 844,938 Series A preferred shares from Indigo for pre-funded warrant to acquire 55.8M common shares at $0.0001, exercisable for 3 years.
- Amended Orbit acquisition: will issue 50M common shares instead of convertible preferred shares as $8.75M consideration, subject to stockholder approval.
- Orbit acquisition (from Executive Chairman Zamboni) is a related party transaction reviewed by independent directors.
- Registration statement for resale of shares issuable upon conversion of H&K note to be filed in April.

## SEC filing metadata
- accession: 0001193125-26-049000
- form_type: 8-K
- ticker: BURU
- cik: 0001814215
- company_name: Nuburu, Inc.
- filed_at: 2026-02-12T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.01, 2.03, 3.02
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1814215/000119312526049000/0001193125-26-049000-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1814215/000119312526049000/buru-20260206.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-049000
- JSON: https://secwatch.observer/filing/0001193125-26-049000.json
- Plain text: https://secwatch.observer/filing/0001193125-26-049000.txt

## Source-grounded claims
- claim_id: 10919255293ebc96bae6160094cb23f501f493c2
  claim: Nuburu, Inc. incurred convertible notes of $15,000,000 with Brick Lane Capital Management Limited at bears no interest except in the event of a default maturing March 19, 2027.
  evidence_excerpt: for an aggregate purchase price of $15,000,000, which was paid by Subordinated Convertible Note (the “H&K Acquisition Note”). The H&K Acquisition Note bears no interest except in the event of a default, has a March 19, 2027 maturity date
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814215/000119312526049000/0001193125-26-049000-index.htm
- claim_id: 383d1dd0069ad8d14fccd7f1ddf2430da0e5d152
  claim: Nuburu, Inc. completed an acquisition involving Brick Lane Capital Management Limited for $15,000,000 (closed 2026-02-06).
  evidence_excerpt: (“H&K”), a leading manufacturer of small firearms for NATO and EU countries whose shares are listed on Euronext Paris under the ticker MLHK, for an aggregate purchase price of $15,000,000, which was paid by Subordinated Convertible Note (the “H&K Acquisition Note”). The H&K Acquisition Note bears no interest except in the event of a default, has a March 19, 2027
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814215/000119312526049000/0001193125-26-049000-index.htm
- claim_id: 0821267169c8e2660516e987708be6086e580dfe
  claim: Nuburu, Inc. entered into H&K Acquisition Agreement with Brick Lane Capital Management Limited valued at $15,000,000 aggregate purchase price by Subordinated Convertible Note (effective 2026-02-06).
  evidence_excerpt: on February 6, 2026, we entered into a Securities Purchase Agreement (the “H&K Acquisition Agreement”) with Brick Lane Capital Management Limited (“Brick Lane”) pursuant to which we acquired from Brick Lane 295,000 shares (or approximately 0.8% of the outstanding common shares) of Heckler & Koch AG (“H&K”), a leading manufacturer of small firearms for NATO and EU countries whose shares are listed on Euronext Paris under the ticker MLHK, for an aggregate purchase price of $15,000,000, which was paid by Subordinated Convertible Note (the “H&K Acquisition Note”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814215/000119312526049000/0001193125-26-049000-index.htm
- claim_id: 18e5c8f45858fce2f9210030efe9487116faaf82
  claim: Nuburu, Inc. amended Amendment to Orbit Agreement with Vanguard Holdings S.r.l. (Alessandro Zamboni) valued at Issuance of 50,000,000 Common Shares in lieu of convertible preferred shares (effective 2026-02-09).
  evidence_excerpt: on February 9, 2026, the parties to the Orbit Agreement entered into an amendment to issue 50,000,000 shares of Common Stock in lieu of the obligation to issue preferred shares (the “Amendment”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814215/000119312526049000/0001193125-26-049000-index.htm
- claim_id: 5cdc42a1df277fe0f99d924fda8fafb9ccb2affd
  claim: Nuburu, Inc. entered into Exchange Agreement with Indigo Capital LP valued at Issued pre-funded warrant for 55,771,485 shares in exchange for transfer of 844,938 Series A Preferr (effective 2026-02-06).
  evidence_excerpt: on February 6, 2026, we entered into an exchange agreement with Indigo Capital LP (“Indigo”), pursuant to which we agreed to issue a pre-funded warrant (the “Indigo Warrant”) in exchange for the transfer of 844,938 shares of our Series A Preferred Stock held by Indigo into our treasury (the “Exchange Agreement”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1814215/000119312526049000/0001193125-26-049000-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.