Home / Going-concern warnings / VisionWave Holdings, Inc.
Filed 2025-12-31 路 Form 10-K 路 Accession 0001731122-25-001750 mid
Price before filing: $190 (2025-12-30 close, split/dividend-adjusted)
Market cap at flag: $2.17B (2025-12-31) 路 Latest: $92.5M (2026-10-16)
| Window | VWAV | SPY | vs SPY | |
|---|---|---|---|---|
| 30 days | +2.5% | +0.7% | +1.8% | 2026-01-30 |
| 90 days | -50.1% | -5.1% | -45.0% | 2026-03-31 |
| 180 days | -51.4% | +8.4% | -59.8% | 2026-06-29 |
Return from the last close before the filing date to the first close on/after the window end. Pending windows have not fully elapsed. Past performance says nothing certain about the future.
90 days before the flag: 1 insider sold $1.8M (15 sales)
30 days after: 1 insider sold $6.4M (8 sales)
| Date | Insider | Type | Shares | Price | Value | 10b5-1 plan | Source |
|---|---|---|---|---|---|---|---|
| 2025-11-11 | Stanley Hills LLC 10% owner | Sale | 13,727 | $13.05 | $179K | no | Form 4 |
| 2025-11-14 | Stanley Hills LLC 10% owner | Sale | 21,500 | $11.88 | $255K | no | Form 4 |
| 2025-11-17 | Stanley Hills LLC 10% owner | Sale | 19,000 | $12.11 | $230K | no | Form 4 |
| 2025-11-18 | Stanley Hills LLC 10% owner | Sale | 6,000 | $11.27 | $68K | no | Form 4 |
| 2025-11-19 | Stanley Hills LLC 10% owner | Sale | 8,000 | $11.18 | $89K | no | Form 4 |
| 2025-11-20 | Stanley Hills LLC 10% owner | Sale | 2,061 | $11.31 | $23K | no | Form 4 |
| 2025-11-24 | Stanley Hills LLC 10% owner | Sale | 12,000 | $10.13 | $122K | no | Form 4 |
| 2025-11-25 | Stanley Hills LLC 10% owner | Sale | 10,000 | $10.40 | $104K | no | Form 4 |
| 2025-11-26 | Stanley Hills LLC 10% owner | Sale | 3 | $10.25 | $31 | no | Form 4 |
| 2025-12-02 | Stanley Hills LLC 10% owner | Sale | 8,760 | $9.24 | $81K | no | Form 4 |
| 2025-12-03 | Stanley Hills LLC 10% owner | Sale | 17,240 | $9.32 | $161K | no | Form 4 |
| 2025-12-04 | Stanley Hills LLC 10% owner | Sale | 21,997 | $10.15 | $223K | no | Form 4 |
| 2025-12-05 | Stanley Hills LLC 10% owner | Sale | 4,000 | $9.98 | $40K | no | Form 4 |
| 2025-12-08 | Stanley Hills LLC 10% owner | Sale | 4,002 | $10.03 | $40K | no | Form 4 |
| 2025-12-09 | Stanley Hills LLC 10% owner | Sale | 21,998 | $10.01 | $220K | no | Form 4 |
| 2025-12-31: red flag filed | |||||||
| 2026-01-06 | Stanley Hills LLC 10% owner | Sale | 3,869 | $10.10 | $39K | no | Form 4 |
| 2026-01-07 | Stanley Hills LLC 10% owner | Sale | 56,231 | $10.37 | $583K | no | Form 4 |
| 2026-01-08 | Stanley Hills LLC 10% owner | Sale | 82,261 | $12.08 | $994K | no | Form 4 |
| 2026-01-09 | Stanley Hills LLC 10% owner | Sale | 54,078 | $12.91 | $698K | no | Form 4 |
| 2026-01-12 | Stanley Hills LLC 10% owner | Sale | 83,000 | $14.74 | $1.2M | no | Form 4 |
| 2026-01-13 | Stanley Hills LLC 10% owner | Sale | 66,500 | $14.67 | $976K | no | Form 4 |
| 2026-01-14 | Stanley Hills LLC 10% owner | Sale | 38,059 | $13.81 | $526K | no | Form 4 |
| 2026-01-15 | Stanley Hills LLC 10% owner | Sale | 96,941 | $14.45 | $1.4M | no | Form 4 |
Open-market purchases and sales (Form 4 codes P and S) by officers, directors and 10% owners, by transaction date, from 2025-10-02 to 2026-01-30. Excludes option exercises, grants, gifts and tax withholding. Amended filings replace the originals; joint filings count once. Foreign private issuers do not file Form 4. Many insider sales are pre-scheduled (10b5-1 plans) and are not by themselves a sign of wrongdoing.
"On July 25, 2025, the Company entered into the Standby Equity Purchase Agreement ("SEPA") with YA II PN, LTD, a Cayman Islands exempt limited partnership (the "Investor") pursuant to which the Company has the right to sell to the Investor up to $50 million of its shares of common stock, subject to certain limitations and conditions set forth in the SEPA, from time to time during the term of the SEPA, from time to..."
Quoted from the filing. Source
The filing states that substantial doubt exists about the company's ability to continue as a going concern: it may not have enough cash to last the next 12 months. Expect dilution, debt deals or worse. An auditor's going-concern paragraph is the strongest form of this warning.
Source: management disclosure in Form 10-K (period 2025-09-30)
Read the original filing on SEC.gov →
Not investment advice. Automated summary; verify against the filing.
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