T3 Defense Inc.
Business
T3 Defense Inc. (formerly Nukkleus Inc.) is a strategic acquirer and operator of aerospace and defense businesses building a portfolio of mission-critical suppliers and advanced technology companies. The company acquires controlling interests in small- to medium-sized defense and aerospace firms, including Israeli generators and defense systems suppliers, AI software for defense applications, unmanned aerial systems, electro-mechanical manufacturing, motion control systems, and AI-powered security platforms. T3 operates subsidiaries across the United States, Israel, and Europe, targeting Tier 2 and Tier 3 suppliers in defense, aerospace, and advanced manufacturing with emphasis on dual-use technologies and critical manufacturing capabilities.
Summary from 10-K filed 2026-04-09
Financials
Consolidated Statement of Income
| Concept | Trend | FY 2025 2025-12-31 | FY 2024 2024-09-30 | FY 2023 2023-09-30 | FY 2022 2022-12-31 | FY 2022 2022-09-30 |
|---|---|---|---|---|---|---|
| Impairment loss | −4 | −391,000 | — | — | — | |
| General and administrative expenses (Note 15) | −28 | −7 | — | — | — | |
| General and administrative expenses of consolidated variable interest entities | −174,000 | — | — | — | — | |
| Total operating expenses | −33 | −7 | 17 | — | 10 | |
| Loss from operations | −33 | −7 | −17 | −1 | −11 | |
| Financial expense, net | −154,000 | −387,000 | — | — | — | |
| Interest income of consolidated variable interest entities | 279,000 | — | — | — | — | |
| Loss on settlement of vendor obligations | — | −289,000 | — | — | — | |
| Gain on settlement of vendor obligations | — | 211,000 | — | — | — | |
| Loss on shares issued as commitment for ELOC agreement | −1 | — | — | — | — | |
| Gain on settlement of due to affiliates | — | 192,000 | — | — | — | |
| Loss on debt extinguishment | −7 | — | — | — | — | |
| Penalties on late registration | −1 | — | — | — | — | |
| Change in fair value - convertible note embedded derivative | 588,000 | — | — | — | — | |
| Change in fair value - stock purchase warrant liabilities | 132 | — | — | — | — | |
| Day one loss of stock purchase warrants issued in connection with conversion of convertible notes | — | — | — | 169,836 | — | |
| Day one loss on private placement | −13 | — | — | — | — | |
| Other income | — | — | — | — | — | |
| Total other income (expense), net | 109 | −273,000 | 34,793 | 234,785 | — | |
| Net income (loss) before income taxes | 77 | −7 | −17 | — | −12 | |
| Income taxes | −9,000 | — | — | — | — | |
| Net income (loss) from continuing operation | 77 | −7 | — | — | — | |
| Net gain (loss) from discontinued operations (Note 3) | 2 | −1 | — | — | — | |
| Net income (loss) | 79 | −9 | — | — | — | |
| Net income attributable to non-controlling interests | 82,000 | — | — | — | — | |
| Net income attributable to the Companys stockholders | 79 | −9 | −17 | −967,614 | −12 | |
| Earnings (loss) per share from continuing operations (basic) (in Dollars per share) | 8.21 | −4.27 | −13.84 | — | — | |
| Earnings (loss) per share from discontinued operations (basic) (in Dollars per share) | 0.24 | −0.66 | — | — | — | |
| Total loss per share (basic) (in Dollars per share) | 8.45 | −4.93 | −1.73 | −0.21 | −1.21 | |
| Weighted average number of shares of Common Stock outstanding - basic (*) (Note 17) (in Shares) | 8 | 2 | 1 | 5 | 10 | |
| Earnings (loss) per share from continuing operations (diluted) (in Dollars per share) | 7.74 | −4.27 | — | — | — | |
| Earnings (loss) per share from discontinued operations (diluted) (in Dollars per share) | 0.22 | −0.66 | −13.84 | — | — | |
| Total gain per share (diluted) (in Dollars per share) | 7.96 | −4.93 | −1.73 | −0.21 | −1.21 | |
| Weighted average number of shares of Common Stock outstanding diluted (Note 17) (in Shares) | 9 | 2 | 1 | 5 | 10 |
Consolidated Balance Sheet
| Concept | Trend | FY 2025 2025-12-31 | FY 2024 2024-12-31 | FY 2024 2024-09-30 | FY 2023 2023-09-30 | FY 2022 2022-12-31 |
|---|---|---|---|---|---|---|
| Cash and cash equivalents | 3 | 7 | 3,678 | 19,318 | — | |
| Cash and cash equivalents | 1 | — | — | — | — | |
| Other current assets | 102,000 | — | — | — | — | |
| Restricted cash | 50,000 | — | — | — | — | |
| Marketable Securities | 250,000 | — | — | — | — | |
| Accounts receivable, less allowance for credit losses of $27 as of December 31, 2025 | 506,000 | — | — | — | — | |
| Other current assets (Note 5) | 224,000 | 107,000 | 279,448 | 32,522 | — | |
| Loan granted (Note 6) | 2 | — | — | — | — | |
| Current assets from discontinued operations (Note 3) | — | 1 | — | — | — | |
| Total Current assets | 14 | 9 | 965,709 | 3 | 6 | |
| Intangible assets (Note 7) | 16,000 | — | — | — | — | |
| Operating right of use assets (Note 8) | 823,000 | — | — | — | — | |
| Non-Current assets of consolidated variable interest entities | — | — | — | — | — | |
| Cash and securities held in trust account (Note 1D) | 173 | — | — | — | — | |
| Other non-current assets | 36,000 | — | — | — | — | |
| Property and equipment, net | 101,000 | — | — | — | — | |
| Goodwill (Note 4) | 8 | — | — | — | — | |
| Other intangible asset (Note 4) | 7 | — | — | — | — | |
| Non-Current assets from discontinued operations (Note 3) | — | 15,000 | — | — | — | |
| Total Non-Current assets | 189 | 15,000 | 19,290 | 424,217 | — | |
| Total Assets | 202 | 9 | 984,999 | 3 | 6 | |
| Short term loan | 12,000 | — | — | — | — | |
| Accounts payable | 124,000 | 70,000 | 448,307 | 138,666 | 315,023 | |
| Operating lease liability, current portion (Note 8) | 504,000 | — | — | — | — | |
| Convertible notes payable, net (Note 9) | — | 706,000 | 634,009 | — | — | |
| Note payable, net | — | 64,000 | 54,198 | — | — | |
| Due to related parties | 255,000 | 42,000 | — | — | — | |
| Other current liabilities (Note 10) | 3 | 1 | 579,524 | 7 | — | |
| Other current liabilities of consolidated variable interest entities | 104,000 | — | — | — | — | |
| Loans payable - former related parties, current (Note 11) | 842,000 | 619,000 | — | — | — | |
| Stock purchase warrant liabilities | 25 | 165 | — | — | — | |
| Deferred considerations (Note 4) | 14 | — | — | — | — | |
| Derivative liability | — | 848,000 | — | — | — | |
| Current liabilities from discontinued operations (Note 3) | — | 3 | — | — | — | |
| Total current liabilities | 44 | 171 | 7 | 9 | 4 | |
| Non-current operating lease liabilities (Note 8) | 143,000 | — | — | — | — | |
| Loan payable - former related parties, net of current portion (Note 11) | 850,000 | 992,000 | — | — | — | |
| Deferred tax liability (Note 4) | 647,000 | — | — | — | — | |
| Non-current liabilities from discontinued operations (Note 3) | — | 17,000 | — | — | — | |
| Total Non-Current liabilities | 2 | 1 | 1 | 422,390 | — | |
| Total Liabilities | 45 | 172 | 8 | 10 | 4 | |
| Noncontrolling interests Subject to Possible Redemption (Note 1D) | 173 | — | — | — | 6 | |
| Preferred stock ($0.0001 par value; 15,000,000 shares authorized; 0 and 0 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively) | — | — | — | — | — | |
| Common stock ($0.0001 par value; 150,000,000 shares authorized; 19,025,767 and 4,930,531 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively) | 2,000 | — | 209 | 126 | 4 | |
| Additional paid-in capital | 103 | 38 | 33 | 26 | — | |
| Accumulated other comprehensive (loss) | — | −34,000 | −144,883 | 31,959 | — | |
| Accumulated deficit | −123 | −201 | −40 | −32 | −8 | |
| Total Companys stockholders deficit | −20 | −163 | −7 | −6 | — | |
| Non-controlling interest | 4 | — | — | — | — | |
| Total stockholders deficit | −16 | −163 | −7 | −6 | −4 | |
| Total liabilities and stockholders deficit | 202 | 9 | 984,999 | 3 | 6 |
Consolidated Statement of Cash Flows
| Concept | Trend | FY 2025 2025-12-31 | FY 2024 2024-09-30 | FY 2023 2023-09-30 | FY 2022 2022-12-31 | FY 2022 2022-09-30 |
|---|---|---|---|---|---|---|
| Amortization of debt discount | — | 316,000 | — | — | — | |
| Depreciation | 4,000 | — | — | — | — | |
| Stock-based compensation | 19 | 230,000 | 370,878 | — | 2 | |
| Interest earned on marketable securities held in Trust Account | −278,000 | — | — | — | — | |
| Gain on deconsolidation | — | — | — | — | — | |
| Loss on extinguishment of convertible notes payable | 7 | — | — | — | — | |
| Shares and warrants issued in connection with JV agreement | 3 | — | — | — | — | |
| Shares issued as part of settlement agreement | 157,000 | — | — | — | — | |
| Shares issued as penalty for filing | 300,000 | — | — | — | — | |
| Shares issued as commitment for ELOC agreement | 1 | — | — | — | — | |
| Gain on marketable securities | −301,000 | — | — | — | — | |
| Day one loss on stock purchase warrants issued in connection with private placement | 13 | — | — | — | — | |
| Change in fair value - stock purchase warrant liabilities | −130 | — | — | — | — | |
| Change in fair value of liability-classified stock purchase warrants | −588,000 | — | — | — | — | |
| Changes in lease assets and lease liabilities | −151,000 | — | — | — | — | |
| Change in fair value of derivative liabilities | — | — | — | — | — | |
| Loss on reclassification of stock purchase warrants from equity-classified to liability-classified | — | — | — | — | — | |
| Other current assets | −264,000 | −236,000 | −26,393 | — | −4,716 | |
| Accounts payable | 30,000 | — | 82,366 | — | 7,276 | |
| Due to affiliates | — | 3 | −1 | — | 2 | |
| Interest payable - related parties | −34,000 | 44,000 | 1,776 | — | — | |
| Accrued expenses and other current liabilities | 760,000 | 3 | 63,674 | — | 190,961 | |
| Net cash used in operating activities continuing operations | −6 | −893,000 | — | — | — | |
| Net cash used in operating activities discontinuing operations | −51,000 | −3 | — | — | — | |
| Net cash used in operating activities | −6 | −4 | −1 | −1 | 2 | |
| Proceeds from sale of investment | — | — | — | — | — | |
| Investment in short term securities | 50,000 | — | — | — | — | |
| Loan granted | −2 | — | — | — | — | |
| Investment of cash in Trust Account | −173 | — | — | — | — | |
| Due to affiliates, net | −984,000 | — | — | — | — | |
| Cash provided by purchase of subsidiary | 449,000 | — | — | — | — | |
| Payment on property and equipment | −31,000 | — | — | — | — | |
| Advance to target of planned acquisition | −4 | — | — | — | — | |
| Net cash used in investing activities continuing operations | −179 | — | — | — | — | |
| Net cash used in investing activities discontinuing operations | −960,000 | 133,000 | — | — | — | |
| Net cash used in investing activities | −180 | 133,000 | −1 | 47 | −35,000 | |
| Business Combination, net of issuance costs | — | 150,000 | — | — | — | |
| Proceeds from issuance of loans payable - related parties | — | 1 | 418,316 | — | — | |
| Proceeds from issuance of private placement and embedded derivative, net of issuance costs | 9 | — | — | — | — | |
| Proceeds from sale of SPAC Units and Private Placement Units, net of issuance costs | 173 | — | — | — | — | |
| Proceeds from issuance of common stock, net of issuance costs | — | — | — | — | — | |
| Repayments on loans payable - related parties | −94,000 | — | — | — | — | |
| Proceeds from issuance of convertible notes payable and embedded derivative, net of issuance costs | — | — | — | — | — | |
| Proceeds from issuance of convertible notes payable and stock purchase warrants, net of issuance costs | — | 996,000 | — | — | — | |
| Proceeds from issuance of note payable and stock purchase warrants | — | 78,000 | — | — | — | |
| Net cash provided by financing activities continuing operations | 182 | 3 | — | — | — | |
| Net cash provided by financing activities discontinuing operations | — | 422,000 | — | — | — | |
| Net cash provided by financing activities | 182 | 3 | 418,316 | −40 | — | |
| Effect of exchange rate changes on cash and cash equivalents continuing operations | 95,000 | 29,000 | 231,404 | — | — | |
| Effect of exchange rate changes on cash and cash equivalents discontinuing operations | 34,000 | — | 231,404 | — | −399,262 | |
| INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | −4 | −656,000 | −2 | — | 1 | |
| Interest | — | 1,000 | — | — | — | |
| Issuance of common stock to settle loans payable related parties and accrued and unpaid interest | — | 613,000 | — | — | — | |
| Capital reduction on settlement of loans payable related parties and accrued and unpaid interest through issuance of common stock | — | −343,000 | — | — | — | |
| Issuance of common stock to settle due to affiliates | — | 7 | — | — | — | |
| Capital reduction on settlement of due to affiliates through issuance of common stock | — | −4 | — | — | — | |
| Issuance of common stock to settle accrued expenses and other current liabilities | — | 2 | — | — | — | |
| Settlement of due to affiliates through issuance of loan payable related parties | — | 1 | — | — | — | |
| Settlement of accrued expenses and other current liabilities through issuance of Old Nukk common stock | — | 213,000 | — | — | — | |
| Issuance of Old Nukk common stock to Brilliant vendors in exchange for receivable from Brilliant | — | 2 | — | — | — | |
| Settlement of loans payable related parties through exchange of notes receivable related parties and accrued and unpaid interest | — | 38,000 | — | — | — | |
| Settlement of loans payable related parties through exchange of due from affiliates | — | 12,000 | — | — | — | |
| Fair value of the stock purchase warrants issued in connection with the private placement agreement | — | — | — | — | — | |
| Issuance of common stock issued as compensation for services | — | — | — | — | — | |
| Issuance of common stock issued to settle Exit and Settlement Agreement | — | — | — | — | — | |
| Issuance of common stock issued as compensation to board of directors | — | — | — | — | — | |
| Fair value of derivative liability embedded within convertible note payable | — | — | — | — | — | |
| Fair value of liability-classified warrants issued in connection with conversion of convertible notes | — | — | — | — | — | |
| Settlement of convertible notes payable through issuance of common stock | — | — | — | — | — | |
| Fair value of stock purchase warrants reclassified from equity-classified to liability-classified | — | — | — | — | 3 | |
| Issuance of common stock for digital assets purchased | 4 | — | — | — | — | |
| Initial recognition of operating lease liability and a corresponding right-of- use asset | 695,000 | — | — | — | — | |
| Fair value of the derivative liability extinguished from conversion of convertible note | 260,000 | — | — | — | — | |
| Fair value of warrants exercised | 32 | — | — | — | — | |
| Share issued to cover subsidiary's liabilities | 509,000 | — | — | — | — | |
| Offering costs included in accrued offering costs | 76,000 | — | — | — | — | |
| Fair value of common stock issued in connection with conversion of convertible note | 2 | — | — | — | — |
Filings
Material Events
Insiders
Institutional Holders
Frequently asked questions
What is T3 Defense Inc.'s CIK number?
T3 Defense Inc.'s SEC CIK number is 0001787518 (1787518). The CIK (Central Index Key) is the permanent identifier the SEC assigns to every EDGAR filer — unlike a ticker symbol, it never changes.
Where can I find T3 Defense Inc.'s SEC filings?
All of T3 Defense Inc.'s EDGAR filings — 10-K annual reports, 10-Q quarterly reports, 8-K material events, and insider transactions — are listed on this page, sourced live from SEC EDGAR.
When did T3 Defense Inc. last report earnings?
T3 Defense Inc. (DFNS) most recently filed an earnings 8-K with the SEC on Apr 15, 2026, furnishing its results under Item 2.02 (Results of Operations and Financial Condition). The earnings press release is attached to that filing (accession 0001213900-26-044073). This is T3 Defense Inc.'s most recent earnings filing of record — not a forecast of its next earnings date.
What is T3 Defense Inc.'s most recent earnings 8-K?
T3 Defense Inc.'s latest earnings 8-K (Item 2.02) was filed Apr 15, 2026 under accession 0001213900-26-044073. It carries the quarterly or annual earnings press release — the earliest official, SEC-filed version of the results.
View T3 Defense Inc.'s latest earnings 8-K →
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