Vicarious Surgical Inc. 8-K

What Happened
Vicarious Surgical, Inc. announced on July 21, 2026 that its stockholders and board approved the transfer of all or substantially all assets through a general assignment for the benefit of creditors (the “Assignment”), and the Company executed a General Assignment for the Benefit of Creditors with Vicarious Liquidation, LLC on July 21, 2026. The board also approved a plan of voluntary dissolution and intends to file a Certificate of Dissolution on or about July 22, 2026. The Company plans to file a Form 15 to voluntarily deregister its common stock (eligible because it has fewer than 300 holders of record); reporting obligations to the SEC will be suspended upon filing and deregistration is expected to become effective about 90 days after the Form 15 filing.

Key Details

• Assignment executed: General Assignment for the Benefit of Creditors between Vicarious Surgical, Inc. and Vicarious Liquidation, LLC, dated July 21, 2026. Creditors have priority over stockholders for any distributions.
• Special meeting voting: 13,493,572 shares present (~69% of voting power). Vote on the assignment/dissolution: For 13,348,600; Against 100,879; Abstentions 44,093. Record date was June 10, 2026.
• Leadership changes: All seven board members (Joseph Doherty, Stephen From, Adam Sachs, Sammy Khalifa, David Ho, Victoria Carr‑Brendel, Fuad Ahmad) submitted resignations effective upon filing Form 15. Executive terminations effective close of business July 21, 2026: CEO Stephen From, President Adam Sachs, CTO Sammy Khalifa, and CMO Dr. Barry Greene.
• Severance and equity: Contractual severance entitlements reported — Stephen From $672,699 (plus full vesting of time‑based equity awards), Adam Sachs $779,190 (plus full vesting), Sammy Khalifa $611,261 (plus full vesting). Actual amounts paid will be determined in the Assignment process and under applicable law.

Why It Matters
This filing signals the company is moving to liquidate under an assignment for the benefit of creditors and dissolve. Under the Assignment and Plan of Dissolution, creditors are expected to be paid before stockholders; the filing explicitly states stockholders are not expected to receive any distribution unless assets remain after satisfying all liabilities. Public reporting will be suspended after the Form 15 filing and cease to be required once deregistration is effective, reducing transparency for investors. Management and board departures and executive severance arrangements affect governance and potential recovery processes; investors should expect communications through formal liquidation notices and can monitor related filings for details on distributions or claims.