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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): May 29, 2026

 

Richtech Robotics Inc.

(Exact name of registrant as specified in its charter)

 

Nevada   001-41866   88-2870106
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

2975 Lincoln Rd

Las Vegas, NV 89115

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (866) 236-3835

 

Not Applicable
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class  

Trading

Symbol(s)

  Name of each exchange on which registered
Class B Common Stock, par value $0.0001 per share   RR   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

  

Item 2.01 Completion of Acquisition or Disposition of Assets.

 

As previously reported on a Current Report on the Form 8-K as filed with the Securities and Exchange Commission on April 7, 2026, Richtech Robotics Inc., a Nevada corporation (the “Company”), entered into a purchase and sale agreement, dated as of April 1, 2026 (the “Purchase and Sale Agreement”), with PSIF EBS Rainbow LLC, a Delaware limited liability company (the “Seller”), with respect to the purchase of property, as described in more detail in the Purchase and Sale Agreement, including an approximately 79,325 square foot building located at 9530 S. Rainbow Blvd., Las Vegas, Nevada 89139 (the “Property”). On May 15, 2026, the Company assigned its rights and obligations under the Purchase and Sale Agreement to Richtech Rainbow Holdings LLC, a Nevada limited liability company (“Richtech Rainbow Holdings”) and a wholly-owned subsidiary of the Company. The purchase price of $21,180,000.00 was paid with the Company’s cash on hand. 

 

On May 29, 2026, the Company, via Richtech Rainbow Holdings, completed the purchase of the Property as contemplated in the Purchase and Sale Agreement. The Company intends to utilize the Property as a strategic U.S.-based facility for warehousing, assembly and light manufacturing, as well as research and development, testing, and robotics-driven data collection and model training to support the continuous improvement of the Company’s robotics and AI systems. 

 

Item 8.01. Other Events.

 

On June 3, 2026, the Company issued a press release announcing the completion of the Property purchase. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Forward-Looking Statements

 

This Current Report on Form 8-K includes “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this Form 8-K are forward-looking statements. When used in this Form 8-K, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of the Company’s management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the SEC. All subsequent written or oral forward-looking statements attributable to the Company or persons acting on its behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the “Risk Factors” section of the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and initial public offering prospectus. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

The following exhibits are being filed herewith:

 

Exhibit No.  Description
99.1  Press Release, dated June 3, 2026.
104  Cover Page Interactive Data File (embedded within the Inline XBRL document)

  

1 

 

  

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Richtech Robotics Inc.
     
  By: /s/ Zhenwu (Wayne) Huang
    Name:  Zhenwu (Wayne) Huang
    Title: Chief Executive Officer and Director

 

Dated: June 3, 2026

 

2 

 

Exhibit 99.1

 

 

Richtech Robotics Completes Strategic Acquisition of Warehouse Facility in Las Vegas to Accommodate Robotics and AI Powered Growth Objectives

 

Expanded warehouse capacity represents the development of integrated AI powered infrastructure and supply capabilities to drive advancements in the Company’s three strategic pillars, Industrial, Commercial, and Data Services

 

LAS VEGAS, June 3, 2026 (GLOBE NEWSWIRE) — Richtech Robotics Inc. (Nasdaq: RR) (“Richtech Robotics” or “the Company”), a Nevada-based robotics company developing AI-driven automation solutions for commercial and industrial applications, announces that it has completed the previously announced acquisition of a facility in Las Vegas, Nevada for a total purchase price of approximately $21.2 million. The acquisition, which was first announced on April 1, 2026, was completed on May 29, 2026. The 79,325 square foot warehouse facility strategically expands Richtech Robotics’ Las Vegas geographic footprint.

 

“Building on our strong existing presence in the Las Vegas region, we have further solidified our commitment to our U.S. asset strategy through this acquisition, equipping us with an expansive facility to streamline our AI infrastructure design and innovate our robotics portfolio,” said Richtech Robotics’ CEO Wayne Huang. “Further, the incremental investment into this facility enables our operations to serve our target commercial, industrial, and data services markets. Today’s announcement demonstrates our commitment to making disciplined investments that position us to competitively innovate and scale across the AI and robotics markets to drive strategic growth opportunities that create long-term value for our shareholders.”

 

The facility is expected to provide Richtech Robotics with dedicated infrastructure to support GPU-enabled computing, robotics data collection, and World Action Model training, with additional space available for future compute capacity expansion. These capabilities are intended to support the continuous improvement of the Company’s robotics and AI systems.

 

The Company currently expects initial data center operations on the new site to begin in fall 2026. Additionally, the Company’s headquarters and formal office space will expand its capacity across approximately 20,000 square feet in the new building, with expected occupancy by the end of 2026.

 

About Richtech Robotics

 

Richtech Robotics develops advanced robotic solutions and the data infrastructure that makes its robots more intelligent. Guided by three strategic pillars — Industrial, Commercial, and Data Services — Richtech Robotics aims to deliver dependable automation, consistent service performance, and continuous AI-driven improvement at scale. From factory floors to hospitality venues, our robots work alongside people to enhance efficiency, precision, and quality. Learn more at www.RichtechRobotics.com, and connect with us on X, LinkedIn and YouTube.

 

Forward Looking Statements

 

Certain statements in this press release are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking words such as “anticipate,” “believe,” “forecast,” “estimate,” “expect,” and “intend,” among others. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties.

 

These forward-looking statements are based on Richtech Robotics’ current expectations and actual results could differ materially. There are a number of factors that could cause actual events to differ materially from those indicated by such forward-looking statements. Investors should read the risk factors set forth in Richtech Robotics’ Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on January 20, 2026, and periodic reports filed with the SEC on or after the date thereof. All of Richtech Robotics’ forward-looking statements are expressly qualified by all such risk factors and other cautionary statements. The information set forth herein speaks only as of the date thereof. New risks and uncertainties arise over time, and it is not possible for Richtech Robotics to predict those events or how they may affect Richtech Robotics. If a change to the events and circumstances reflected in Richtech Robotics’ forward-looking statements occurs, Richtech Robotics’ business, financial condition and operating results may vary materially from those expressed in Richtech Robotics’ forward-looking statements.

 

Readers are cautioned not to put undue reliance on forward-looking statements, and Richtech Robotics assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.

 

Contacts:

 

Investors:

CORE IR

investors@richtechrobotics.com

 

Media:

Kelsey Romero

press@richtechrobotics.com