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): ~~February~~March 215, 2026

Laser Photonics Corporation

(Exact name of registrant as specified in its charter)

Delaware	001-41515	84-3628771
(State of other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

250 Technology Park
Lake Mary, FL		32746
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (407) 804-1000

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 (see General Instruction A.2. below):

☐	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	Name of exchange on which registered
Common Stock, par value $0.01 per share	LASE	The NASDAQ Stock Market LLC
Common Stock, par value $0.001 per share	LASE	The NASDAQ Stock Market LLC

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 51.0201. ~~Departure~~Entry ofinto ~~Directors~~a orMaterial ~~Certain~~Definitive ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Agreement.

On ~~February~~March 215, 2026, the registrant (“Laser Photonics” or the “Company”) ~~appointed~~entered ~~Ann~~into ~~Tewari~~a aswarrant ~~Executive Vice~~inducement ~~President~~agreement with the holders of ~~Global~~existing ~~Operations~~Series A and ~~Strategy~~Series B warrants to purchase up to 1,373,630 shares of the Company’s common stock (the “Existing Warrants”) at an original exercise price of $3.40 Msper share as set forth in the Company’s S-1 registration statement (Registration No. ~~Tewari~~333-290875) ~~age~~declared 58effective on December 31, 2025. The Company has ~~served~~offered as VPan ofinducement ~~Operations~~to these warrant holders for ~~Comtech~~exercising ~~Communications,~~the Existing Warrants in cash at a ~~leading~~reduced exercise price of $1.08 per share, the Company’s issuance of replacement warrants to these warrant holders ~~global~~through ~~provider~~the issuance of ~~secure~~Series ~~wireless~~A-3 ~~communications~~warrants ~~technologies~~to purchase up to an aggregate of 1,373,630 ~~since~~shares ~~January~~of ~~2020~~the ~~where~~Company’s common ~~she~~stock ~~managed~~and ~~several~~Series ~~departments~~A-4 inwarrants ~~that~~to ~~company~~purchase up to an aggregate of 1,373,630 shares of the Company’s common ~~including~~stock ~~supply~~that ~~chain,~~have ~~warehouse~~similar ~~and~~terms ~~inventory~~with ~~control,~~the ~~receiving~~Series A and ~~shipping,~~Series ~~test~~B ~~department~~warrants, other than a current exercise price of $1.08 per share and the ~~assembly~~terms discussed below. The Series A-3 and ~~manufacturing~~Series A-4 warrants are exercisable upon the ~~engineering~~approval ~~department.~~date ~~She~~by ~~increased~~the Company’s shareholders for the ~~efficiency~~issuance of ~~these~~the ~~departments~~shares byunderlying ~~working~~the ~~with~~warrants (the ~~team~~“Initial Exercise ~~members~~Date”). ~~and~~The ~~implementing~~Series ~~test~~A-3 ~~automation~~warrants will expire five years after the later of (i) the Initial Exercise Date and (ii) the effective date of the S-1 registration statement that ~~reduced~~the Company must file to register the ~~time~~shares of ~~build~~common ~~from~~stock underlying ~~start~~the Series A-3 and Series A-4 warrants (the “Effective Date”), and the Series A-4 warrants will expire eighteen months after the later of (a) the Initial Exercise Date and (b) the Effective Date. The Company faces a cash penalty as provided in the warrant inducement agreement for a failure to ~~finish~~meet the required dates for filing the S-1 registration statement and it being declared effective by ~~over~~the 40SEC as discussed below. The number of Series A warrants and Series B warrants to be exercised for cash are subject to beneficial ownership limitations of either 4.99% or 9.99% Onat anthe ~~interim~~election ~~basis,~~of ~~she~~the ~~managed~~Series A and ~~worked~~Series asB ~~Program~~warrant ~~Manager~~holders. ~~along~~To the extent that the beneficial ownership limitations apply, the balance of any issuance of free trading shares of the Company’s common stock will be held in abeyance until notice from the warrant holder that the balance (or portion thereof) may be issued in compliance with such ~~her~~beneficial ~~Operations~~ownership ~~duties~~limitations, and ~~worked~~those ~~closely~~underlying ~~with~~shares of the ~~Army~~Company’s ~~and~~common ~~Marine~~stock ~~Corps~~will ~~and~~be ~~commercial~~treated ~~customers~~as having been prepaid, including the cash payment in full of the exercise price.

~~From~~H.C. ~~June~~Wainwright ~~2017~~& toCo., ~~January~~LLC ~~2020~~(“Wainwright”) Msserved as exclusive placement agent for this transaction. ~~Tewari~~Under ~~was~~the ~~DoD~~terms &of ~~Operations/Quality~~its August ~~Chief~~21, at2025, ~~Pratt~~engagement &agreement ~~Whitney~~with the Company as amended on February 13, 2026, Wainwright has received a ~~division~~cash fee of ~~United~~7.0% ~~Technologies,~~of ~~where~~the ~~she~~funds ~~oversaw~~raised through the warrant inducement agreement and ~~focused~~a onplacement agent warrant to Wainwright or its designees to purchase up to 96,154 shares of the ~~quality/improvement~~Company’s common stock (equal to 7.0% of the ~~propulsion~~Company’s ~~system,~~shares of common stock issued upon exercise of the Existing Warrants) exercisable on or after~~-market/MRO~~ ~~and~~the ~~engines~~Initial ~~sector~~Exercise Date for ~~propulsion~~five years after the later of (i) the Initial Exercise Date and ~~engine~~(ii) ~~group~~the ~~and~~Effective ~~worked~~Date, ~~closely~~at ~~with~~an ~~the~~exercise Uprice of $1.S.35 ~~Air~~per ~~Force~~share, and ~~aviation~~reimbursement ~~customers~~of toWainwright’s ~~achieve~~accountable ~~the~~expenses of ~~quality~~up to $75,000 and ~~milestones~~clearing ~~for~~expenses ~~these~~of ~~customers~~$15,950.

~~From~~Under ~~November~~the ~~2014~~terms toof ~~June~~the ~~2017,~~warrant ~~Ms.~~inducement ~~Tewari~~agreement, ~~held~~ the ~~position~~Company ashas ~~Corporate~~received ~~Director~~$1,483,520.40 ofand ~~Takata~~must ~~(formally~~file TKa ~~Holdings/TAKATA)~~registration ~~Automotive~~statement ~~and~~within ~~Aviation~~30 ~~Products~~days ~~where~~from ~~she~~the ~~managed~~date ~~several~~of ~~plants~~this ~~throughout~~agreement ~~North~~on ~~America,~~Form ~~Germany~~S-1 ~~and~~to ~~Mexico~~register ~~and~~the ~~improved~~sale ~~quality~~of the 2,747,260 ~~improvement~~shares of ~~existing~~ ~~product~~common ~~and~~stock ~~process,~~underlying ~~data~~the Series ~~review/actions~~A-3 and ~~took~~Series aA-4 ~~systematic~~warrants ~~approach~~and toeither ~~significantly~~60 ~~improve~~days ~~quality.~~or ~~From~~90 ~~July~~days ~~2004~~for ~~to November~~the ~~2014,~~S-1 ~~Ms.~~registration ~~Tewari~~statement ~~worked~~to inbe ~~Northrop~~declared ~~Grumman,~~effective depending ~~she~~on ~~started~~whether asit ais ~~senior~~reviewed ~~Quality~~or ~~Manager~~not ~~and~~by ~~then~~the ~~was~~SEC. ~~placed~~In inaddition, ~~charge~~the ofCompany ~~Operations and~~is ~~moved~~prohibited to(i) ~~Strategy~~for ~~that~~15 ~~included~~days ~~long-range~~from ~~strategic~~the ~~planning~~closing of the ~~laser~~warrant ~~systems.~~inducement ~~Ms.~~agreement ~~Tewari~~from ~~also~~issuing, ~~served~~entering asinto ~~Director~~any ofagreement ~~Quality~~to ~~Engineering, Reliability~~issue ~~and~~or ~~Assurance~~announce &the ~~Safety/Environment~~issuance ~~for~~or ~~Goodrich~~proposed ~~Corporation~~issuance ~~from~~of any ~~2001~~shares toof ~~2003.~~its ~~Prior~~common tostock ~~these~~or ~~positions,~~common ~~she~~stock ~~held~~equivalents ~~leadership positions~~or infiling ~~OEA~~any ~~Inc,~~registration ~~that~~statement ~~was~~or ~~acquired~~any byamendment ~~Raytheon,~~or ~~Research~~supplement ~~Electro~~to any ~~Optics~~existing ~~that~~registration ~~manufactured~~statement, ~~lasers~~with ~~and~~certain ~~optical components~~exceptions, ~~Celestica Inc.~~and ~~that~~(ii) ~~was~~for ~~acquired~~12 bymonths ~~IBM,~~from ~~and~~the ~~Vapor~~closing ~~Technologies~~of ~~where~~the ~~she~~warrant ~~implemented~~inducement agreement ~~various~~from ~~processes~~entering ~~and~~into ~~systems~~any tovariable ~~increase~~rate ~~efficiencies~~transaction, ~~and improve~~subject ~~quality~~to ~~control~~an exception.

~~Ms. Tewari~~The ~~graduated~~foregoing ~~from~~descriptions of the ~~University~~warrant ofinducement ~~Denver~~agreement, ~~with~~Series aA-3 ~~Bachelor~~warrants ofand ~~Business~~the ~~Administration~~Series ~~degree~~A-4 ~~and~~warrants do ~~received~~not apurport ~~Master~~to ofbe ~~Science~~complete and ~~Management~~ ~~from~~are qualified in their entirety by reference to the ~~University~~full text of ~~Denver~~the agreements, forms of which are attached as Exhibits 4.1, 4.2 and 10.1 hereto, and incorporated herein by reference.

~~Under~~Item ~~the terms of her at-will employment agreement with the Company, following a six month evaluation period, Ms~~3.02. ~~Tewari~~Unregistered ~~will~~Sales ~~receive a base salary~~ of ~~$170,000~~Equity and a potential bonus of $100,000 based on the Company generating a minimum of $10,000,000 in annual revenue and has been granted options under the Company’s 2019 Stock Incentive Plan to acquire 40,000 shares of the Company’s to vest pro rata on the three subsequent anniversary dates of the date of grantSecurities.

The matters described in Item 71.01 ~~Regulation~~of FDthis ~~Disclosures~~Current Report on Form 8-K are incorporated herein by reference.

~~Laser~~Item ~~Photonics issued a press release on February 4, 2026, regarding the appointment of Ms~~7.01 ~~Tewari~~Regulation asFD ~~Executive Vice President of Global Operations, a copy of which is attached hereto and incorporated herein as Exhibit 99~~Disclosures.1.

~~Item~~On 9March 17, 2026, the Company issued a press release regarding the closing terms of the warrant inducement transaction described in Item 1.01 ~~Financial~~of ~~Statements~~this Current Report on Form 8-K under which Laser Photonics received approximately $1.5 million prior to its payment of any fees and ~~Exhibits~~offering expenses in connection with this financing. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

10.1		Employment Agreement dated February 2, 2026, between Laser Photonics Corporation and Ann Tewari.
	Exhibits
99.1		Press Release Issued by Laser Photonics Corporation dated February 4, 2026.
	4.1	Form of Series A-3 Warrant
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)
	4.2	Form of Series A-4 Warrant
	10.1	Form of Warrant Inducement Agreement dated March 15, 2026, between Laser Photonics Corporation and the series A warrant holders and series B warrant holders
	99.1	Press Release issued March 17, 2026
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

– -2 –-

SIGNATURES

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 thereunto duly authorized.

Date:	February 4, 2026	Laser Photonics Corporation
Date: March 18, 2026	Laser Photonics Corporation
	By:	~~By:~~/s/ Wayne Tupuola	~~/s/ Wayne Tupuola~~
		Wayne Tupuola	~~Wayne Tupuola~~
		President and CEO	~~President and CEO~~

– -3 –-

Filing Compare · Laser Photonics Corp