ModelEdge

Virtuix Holdings Inc.
0001606242
Filing TypeS-1
Filing Date12/29/2025
Updated12/30/25, 2:01 PM

Filing

S-1
Earnings Release

Exhibits

S-1S-1
EX-3.1SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION
EX-3.2SECOND AMENDED AND RESTATED BYLAWS
EX-5.1OPINION OF WINSTON & STRAWN LLP
EX-10.1FORM OF 2024 NOTE PURCHASE AGREEMENT, DATED JULY 15, 2024, BY AND BETWEEN THE COMPANY AND ITS VARIOUS LENDERS
EX-10.2FORM OF 2024 SUBORDINATED NOTE BY AND BETWEEN THE COMPANY AND ITS VARIOUS LENDERS
EX-10.3SUBORDINATION AGREEMENT, DATED JULY 15, 2024, BY AND BETWEEN THE VARIOUS LENDERS, VENTURE LENDING & LEASING IX, INC. AND WTI FUND X, INC
EX-10.4FORM OF 2025 NOTE PURCHASE AGREEMENT, DATED MAY 15, 2025, BY AND BETWEEN THE COMPANY AND ITS VARIOUS LENDERS
EX-10.5FORM OF 2025 SUBORDINATED PROMISSORY NOTE, BY AND BETWEEN THE COMPANY AND ITS VARIOUS LENDERS
EX-10.6LOAN AUTHORIZATION AND AGREEMENT, DATED AUGUST 29, 2020, BY AND BETWEEN THE U.S. SMALL BUSINESS ADMINISTRATION AND THE COMPANY
EX-10.7SECURITIES PURCHASE AGREEMENT, DATED AUGUST 25, 2025, BY AND BETWEEN THE COMPANY AND STREETERVILLE CAPITAL, LLC
EX-10.8SECURITIES PURCHASE AGREEMENT, DATED AUGUST 25, 2025, BY AND BETWEEN THE COMPANY AND STREETERVILLE CAPITAL, LLC
EX-10.9SECURED CONVERTIBLE PROMISSORY NOTE, IN FAVOR OF STREETERVILLE CAPITAL, LLC, DATED AUGUST 25, 2025
EX-10.10LEASE AGREEMENT, DATED JUNE 25, 2015, BY AND BETWEEN THE COMPANY AND BRAKER FLEX LLC
EX-10.11THIRD AMENDMENT TO LEASE AGREEMENT, DATED APRIL 30, 2024, BY AND BETWEEN THE COMPANY AND BRAKER METRIC BUSINESS PARKS, LLC
EX-10.12INVESTOR RIGHTS AGREEMENT, DATED MARCH 10, 2026
EX-10.13AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT, DATED SEPTEMBER 30, 2020
EX-10.14AMENDMENT NO. 2 TO INVESTOR RIGHTS AGREEMENT, DATED JANUARY 31, 2023
EX-10.152025 OMNIBUS INCENTIVE PLAN
EX-10.16FORM OF STOCK OPTION AWARD AGREEMENT
EX-10.17FORM RSU AWARD AGREEMENT
EX-10.182025 LONG-TERM INCENTIVE PLAN, DATED JANUARY 25, 2025
EX-10.19NONQUALIFIED STOCK OPTION AGREEMENT, DATED JANUARY 25, 2025, BY AND BETWEEN THE COMPANY AND DAVID ALLAN
EX-10.20INCENTIVE STOCK OPTION AGREEMENT, DATED JANUARY 25, 2025, BY AND BETWEEN THE COMPANY AND LAUREN PREMO
EX-10.21EMPLOYMENT AGREEMENT, DATED SEPTEMBER 17, 2025, BY AND BETWEEN THE COMPANY AND JAN GOETGELUK
EX-10.22EMPLOYMENT AGREEMENT, DATED SEPTEMBER 17, 2025, BY AND BETWEEN THE COMPANY AND DAVID ALLAN
EX-10.23FORM OF INDEMNIFICATION AGREEMENT
EX-10.242014 LONG-TERM INCENTIVE PLAN, DATED APRIL 7, 2014
EX-10.25SECURITIES PURCHASE AGREEMENT, DATED OCTOBER 30, 2025, BY AND BETWEEN THE COMPANY AND STREETERVILLE CAPITAL, LLC
EX-10.26SECURED CONVERTIBLE PROMISSORY NOTE, IN FAVOR OF STREETERVILLE CAPITAL, LLC, DATED OCTOBER 30, 2025
EX-10.27FORM OF SECOND 2025 NOTE PURCHASE AGREEMENT, BY AND BETWEEN THE COMPANY AND ITS VARIOUS LENDERS
EX-10.28FORM OF SECOND 2025 PROMISSORY NOTE, BY AND BETWEEN THE COMPANY AND ITS VARIOUS LENDERS
EX-10.29SECURITIES PURCHASE AGREEMENT, DATED DECEMBER 19, 2025, BY AND BETWEEN THE COMPANY AND STREETERVILLE CAPITAL, LLC
EX-10.30SECURED CONVERTIBLE PROMISSORY NOTE, IN FAVOR OF STREETERVILLE CAPITAL, LLC, DATED DECEMBER 19, 2025
EX-14.1CODE OF ETHICS
EX-21.1LIST OF SUBSIDIARIES
EX-23.2CONSENT OF M&K CPAS, PLLC, INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
EX-99.1AUDIT COMMITTEE CHARTER
EX-99.2WHISTLEBLOWER POLICY
EX-FILING FEESFILING FEE TABLE
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