secwatch / observer
8-K filed January 13, 2026, 6:59 PM ET ticker DFNS CIK 0001787518
M&A confidence high sentiment positive materiality 0.85

Nukkleus completes Star 26 acquisition; gains Iron Dome supplier and AI defense tech

T3 Defense Inc.

Machine-readable event card

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secwatch.filing_event.v1
accession
0001213900-26-003686
form_type
8-K
ticker
DFNS
cik
0001787518
company_name
T3 Defense Inc.
filed_at
2026-01-13T23:59:59+00:00
discovered_at
2026-05-14T18:02:36.180597+00:00
generated_at
2026-05-16T10:41:43.662518+00:00
sec_items
["1.01", "2.01", "3.02", "7.01", "9.01"]
event_type
m_and_a
sentiment
positive
materiality_score
0.85
calibrated_materiality_score
0.85
confidence
high
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https://secwatch.observer/filing/0001213900-26-003686
json_url
https://secwatch.observer/filing/0001213900-26-003686.json
markdown_url
https://secwatch.observer/filing/0001213900-26-003686.md
text_url
https://secwatch.observer/filing/0001213900-26-003686.txt
edgar_index_url
https://www.sec.gov/Archives/edgar/data/1787518/000121390026003686/0001213900-26-003686-index.htm
edgar_primary_document_url
https://www.sec.gov/Archives/edgar/data/1787518/000121390026003686/ea0272508-8k_nukkleus.htm
generated_by_model
deepseek-v4-flash:cloud@v2
review_status
machine_generated
human_reviewed
false
corrected
false
correction_note
null
correction_timestamp
null
superseded_by
null

Source-grounded claims

0787dcdb6f18ed62317ae969ea7bf40e5f109604

T3 Defense Inc. completed an acquisition involving Star 26 Capital, Inc. for shares of Common Stock, the Warrant, the Six-Month Note and Three-Month Note (closed 2026-01-12).

On January 12, 2026, Nukkleus Inc., a Delaware corporation (the “Company”), completed its acquisition of 100% of the issued and outstanding capital stock of Star 26 Capital, Inc., a Nevada corporation (“Star 26”), pursuant to the terms of that certain Amended and Restated Securities Purchase Agreement and Call Option, dated September 15, 2025 (the “Purchase Agreement”), by and among the Company, Star 26, the shareholders of Star 26 (the “Sellers”), and Menachem Shalom, as representative of the Sellers.

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

Comparable filings

OCFC

OceanFirst closes acquisition of Flushing Financial; issues shares to Warburg Pincus

OCEANFIRST FINANCIAL CORP June 1, 2026, 5:19 PM ET m_and_a Items 1.01, 3.02, 2.01, 2.03, 3.03, 5.02, 5.03, 7.01, 9.01

same fact type: ma_transaction same SEC item: 1.01, 2.01, 3.02, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

On January 12, 2026, Nukkleus Inc., a Delaware corporation (the “Company”), completed its acquisition of 100% of the issued and outstanding capital stock of Star 26 Capital, Inc., a Nevada corporation (“Star 26”), pursuant to the terms of that certain Amended and Restated Securities Purchase Agreement and Call Option, dated September 15, 2025 (the “Purchase Agreement”), by and among the Company, Star 26, the shareholders of Star 26 (the “Sellers”), and Menachem Shalom, as representative of the Sellers.

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

Filing page SEC filing

APAD

Enhanced Group completes de-SPAC merger with Enhanced Ltd; redemptions of $201.7M

Enhanced Group Inc. May 8, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 5.06, 3.02, 9.01, 4.01, 3.01, 3.03, 5.01, 5.02, 5.03, 5.05, 7.01

same fact type: ma_transaction same SEC item: 1.01, 2.01, 3.02, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

On January 12, 2026, Nukkleus Inc., a Delaware corporation (the “Company”), completed its acquisition of 100% of the issued and outstanding capital stock of Star 26 Capital, Inc., a Nevada corporation (“Star 26”), pursuant to the terms of that certain Amended and Restated Securities Purchase Agreement and Call Option, dated September 15, 2025 (the “Purchase Agreement”), by and among the Company, Star 26, the shareholders of Star 26 (the “Sellers”), and Menachem Shalom, as representative of the Sellers.

Comparable filing

On May 7, 2026, as contemplated by the Business Combination Agreement and as described in the section titled “ The BCA Proposal ” beginning on pa ge 180 of the Proxy Statement/Prospectus, the Company, Enhanced and Merger Sub consummated the business combination contemplated by the Business Combination Agreement, whereby: • Merger Sub merged with and into Enhanced (the “First Merger”), with Enhanced surviving the merger as a wholly owned subsidiary of the Company;

Filing page SEC filing

RMIX

Suncrete acquires Nelson Bros. Ready Mix for $42.3M cash + stock; earnout up to $18M

Suncrete, Inc. May 7, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 3.02, 7.01, 9.01

same fact type: ma_transaction same SEC item: 1.01, 2.01, 3.02, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

On January 12, 2026, Nukkleus Inc., a Delaware corporation (the “Company”), completed its acquisition of 100% of the issued and outstanding capital stock of Star 26 Capital, Inc., a Nevada corporation (“Star 26”), pursuant to the terms of that certain Amended and Restated Securities Purchase Agreement and Call Option, dated September 15, 2025 (the “Purchase Agreement”), by and among the Company, Star 26, the shareholders of Star 26 (the “Sellers”), and Menachem Shalom, as representative of the Sellers.

Comparable filing

Mr. Owens, Ms. Owens and JAO, the “Sellers”), and Jacob Owens in his capacity as representative of the Sellers. The aggregate consideration for the Acquisition consisted of (i) 1,296,456 shares of Class A Common Stock, par value $0.0001 per share, of the Company (“Class A Common Stock”) issued to the Sellers (the “Stock Consideration”) and (ii) a $42.3 million net

Filing page SEC filing

GYRE

Gyre Therapeutics completes $300M all-stock acquisition of Cullgen; appoints Ying Luo as CEO

GYRE THERAPEUTICS, INC. May 4, 2026, 7:59 PM ET m_and_a Items 2.01, 5.03, 1.01, 3.02, 3.03, 5.02, 7.01, 9.01

same fact type: ma_transaction same SEC item: 1.01, 2.01, 3.02, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

On January 12, 2026, Nukkleus Inc., a Delaware corporation (the “Company”), completed its acquisition of 100% of the issued and outstanding capital stock of Star 26 Capital, Inc., a Nevada corporation (“Star 26”), pursuant to the terms of that certain Amended and Restated Securities Purchase Agreement and Call Option, dated September 15, 2025 (the “Purchase Agreement”), by and among the Company, Star 26, the shareholders of Star 26 (the “Sellers”), and Menachem Shalom, as representative of the Sellers.

Comparable filing

Revenue Code of 1986, as amended. Under the terms of the Merger Agreement, the Company acquired Cullgen in an all-stock transaction that valued Cullgen at approximately $300 million. At the effective time of the Merger (the “Effective Time”), each then outstanding share of Cullgen capital stock (the “Cullgen Capital Stock”), excluding shares of Cullgen

Filing page SEC filing

BKKT

Bakkt completes acquisition of DTR; issues ~11.3M shares to sellers including CEO

Bakkt, Inc. April 30, 2026, 7:59 PM ET m_and_a Items 2.01, 1.01, 3.02, 5.01, 7.01, 9.01

same fact type: ma_transaction same SEC item: 1.01, 2.01, 3.02, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

On January 12, 2026, Nukkleus Inc., a Delaware corporation (the “Company”), completed its acquisition of 100% of the issued and outstanding capital stock of Star 26 Capital, Inc., a Nevada corporation (“Star 26”), pursuant to the terms of that certain Amended and Restated Securities Purchase Agreement and Call Option, dated September 15, 2025 (the “Purchase Agreement”), by and among the Company, Star 26, the shareholders of Star 26 (the “Sellers”), and Menachem Shalom, as representative of the Sellers.

Comparable filing

Purchase Agreement) for purposes of consummating the acquisition of DTR at Closing. At the closing of the acquisition of DTR (the “Closing”), the Company issued an aggregate of 11,316,775 shares (such shares, the “Consideration Shares”) of its Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), comprised of (A) 31.5% of (i) the aggregate

Filing page SEC filing

RMIX

Suncrete completes acquisition of Hope Concrete (10 plants, 88 trucks) for $39.4M + equity

Suncrete, Inc. April 29, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 3.02, 7.01, 9.01

same fact type: ma_transaction same SEC item: 1.01, 2.01, 3.02, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

On January 12, 2026, Nukkleus Inc., a Delaware corporation (the “Company”), completed its acquisition of 100% of the issued and outstanding capital stock of Star 26 Capital, Inc., a Nevada corporation (“Star 26”), pursuant to the terms of that certain Amended and Restated Securities Purchase Agreement and Call Option, dated September 15, 2025 (the “Purchase Agreement”), by and among the Company, Star 26, the shareholders of Star 26 (the “Sellers”), and Menachem Shalom, as representative of the Sellers.

Comparable filing

in its capacity as representative of the Sellers. After giving effect to the transactions contemplated by the Purchase Agreement, the aggregate consideration consisted of (i) 220,007 shares (the “Mikytuck Rollover Securities”) of Class A Common Stock, par value $0.0001 per share, of the Company (“Class A Common Stock”) issued to Mr. Mikytuck, (ii) 69,511

Filing page SEC filing

LSF

Laird Superfood acquires Terrasoul for $48M cash plus $5M earnout; Nexus invests $60M in preferred stock

Laird Superfood, Inc. April 21, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 3.02, 5.02, 7.01, 9.01

same fact type: ma_transaction same SEC item: 1.01, 2.01, 3.02, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

On January 12, 2026, Nukkleus Inc., a Delaware corporation (the “Company”), completed its acquisition of 100% of the issued and outstanding capital stock of Star 26 Capital, Inc., a Nevada corporation (“Star 26”), pursuant to the terms of that certain Amended and Restated Securities Purchase Agreement and Call Option, dated September 15, 2025 (the “Purchase Agreement”), by and among the Company, Star 26, the shareholders of Star 26 (the “Sellers”), and Menachem Shalom, as representative of the Sellers.

Comparable filing

Interests (as defined in the Terrasoul Acquisition Agreement) which constitute all of the issued and outstanding equity interests of Terrasoul, for a purchase price of (i) $48.0 million in cash, subject to customary purchase price adjustments, including adjustments for working capital, cash, debt and transaction expenses and (ii) potential earnout consideration

Filing page SEC filing

PHGE

BiomX accelerates option exercise, acquires 60% stake in DFSL for $750k cash, $3M note

BiomX Inc. April 13, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 3.02, 7.01, 9.01

same fact type: ma_transaction same SEC item: 1.01, 2.01, 3.02, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

On January 12, 2026, Nukkleus Inc., a Delaware corporation (the “Company”), completed its acquisition of 100% of the issued and outstanding capital stock of Star 26 Capital, Inc., a Nevada corporation (“Star 26”), pursuant to the terms of that certain Amended and Restated Securities Purchase Agreement and Call Option, dated September 15, 2025 (the “Purchase Agreement”), by and among the Company, Star 26, the shareholders of Star 26 (the “Sellers”), and Menachem Shalom, as representative of the Sellers.

Comparable filing

delivery. In consideration for the Purchased Shares, the Company agreed to the following consideration to Mandragola: (i) a cash payment of Seven Hundred Fifty Thousand Dollars ($750,000), of which Four Hundred Fifty Thousand ($450,000) was advanced by the Company; (ii) the issuance of an unsecured convertible promissory note in the principal amount of Three

Filing page SEC filing

Source: SEC EDGAR
accession 0001213900-26-003686

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.