---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-26-022154"
form_type: "8-K"
ticker: "RCAT"
cik: "0000748268"
company_name: "Red Cat Holdings, Inc."
filed_at: "2026-03-31T23:59:59+00:00"
generated_at: "2026-05-15T08:18:11.542342+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Red Cat acquires Quaze Technologies for ~$25M in stock, plus $5M earnout

## Summary
- Red Cat subsidiary to buy all shares of Quaze Technologies; closing consideration ~$25M in RCAT common stock.
- Earnout of up to $5M in RCAT stock tied to integration, revenue, and gross margin thresholds.
- Closing subject to regulatory approvals, Nasdaq listing maintenance, and other customary conditions by Dec 31, 2026.
- Purchase includes holdback amounts (adjustment and indemnity) from consideration to cover post-closing adjustments.
- Quaze provides drone/robotic solutions; deal aims to expand Red Cat's defense and national security offerings.

## SEC filing metadata
- accession: 0001628280-26-022154
- form_type: 8-K
- ticker: RCAT
- cik: 0000748268
- company_name: Red Cat Holdings, Inc.
- filed_at: 2026-03-31T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/748268/000162828026022154/0001628280-26-022154-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/748268/000162828026022154/rcat-20260330.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-26-022154
- JSON: https://secwatch.observer/filing/0001628280-26-022154.json
- Plain text: https://secwatch.observer/filing/0001628280-26-022154.txt

## Key facts
- Material Agreements
  Red Cat Holdings, Inc. entered into Share Purchase Agreement with 9563-4747 Quebec Inc. and the equity holders of Quaze Technologies Inc. valued at approximately $25,000,000 in shares of Company common stock as closing consideration, plus up to an (effective 2026-03-30).
  - Action: entry
  - Agreement: merger
  - Counterparty: 9563-4747 Quebec Inc. and the equity holders of Quaze Technologies Inc.
  - Value: approximately $25,000,000 in shares of Company common stock as closing consideration, plus up to an
  - Effective: 2026-03-30
  source text: On March 30, 2026, Red Cat Holdings, Inc. (the “Company”), a U.S.-based provider of advanced all-domain drone and robotic solutions for defense and national security, entered into a Share Purchase Agreement (the “Purchase Agreement”) with 9563-4747 Quebec Inc., a corporation formed under the laws of Quebec and a direct wholly-owned subsidiary of the Company (the “Purchaser”), the equity holders (the “Vendors”) of Quaze Technologies Inc., a corporation formed under the laws of Quebec (“Quaze”), and the Vendors’ Representative.
  evidence_url: https://www.sec.gov/Archives/edgar/data/748268/000162828026022154/0001628280-26-022154-index.htm

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