8-K

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): July 23, 2025

MOBIX

LABS, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (949) 808-8888

N/A

(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:

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

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. ☐

Item5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements ofCertain Officers.

Departureof Certain Officers

On July 23, 2025, Mobix Labs, Inc. (the “Company”) announced that Fabian Battaglia, Chief Executive Officer (“CEO”) and a named executive officer of the Company, notified the Company of his decision to step down from his role as CEO, effective July 25, 2025.

Mr. Battaglia will remain actively involved with the Company as a senior advisor and consultant to the CEO and Board of Directors (the “Board”) until December 31, 2026, and will continue as a member of the Board. The Company will continue to pay for Mr. Battaglia’s and his spouse’s health benefits (COBRA) for 36 months. He will also retain the equity awards already granted to him. Mr. Battaglia’s decision to retire is not the result of any disagreement with the Company on any matter relating to its operations, policies or practices.

Appointmentof Certain Officers

On July 23, 2025, the Company also announced that Philip Sansone has been appointed to serve as CEO of the Company, effective July 25, 2025.

Prior to his appointment to CEO, Mr. Sansone, 65, served as Interim CEO of the Company from April 2025 to July 2025 and Vice President of Worldwide Sales at the Company from September 2021 to April 2025. Prior to his service at the Company, Mr. Sansone served as Vice President of Global Distribution at MaxLinear, a provider of radio frequency, analog, digital and mixed-signal integrated circuits, from April 2019 to September 2021. Mr. Sansone received his bachelor’s degree in business administration from the New York Institute of Technology and brings decades of worldwide sales and distribution experience to the Company.

There is no arrangement or understanding between Mr. Sansone and any other person pursuant to which Mr. Sansone has been appointed as CEO. There are no family relationships between Mr. Sansone and any of the Company’s directors and executive officers, and Mr. Sansone is not a party to any transaction, or any proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K.

CompensatoryArrangements of Certain Officers

At the time of this filing, the Company and Mr. Sansone have not finalized the compensation arrangements in connection with his appointment as CEO. The Company will file an amendment to this Current Report on Form 8-K disclosing the material terms of such arrangements once they have been determined and finalized.

Item7.01. Regulation FD Disclosure.

On July 23, 2025, the Company issued a press release announcing the events described in Item 5.02 of this Current Report on Form 8-K. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item9.01 Financial Statements and Exhibits.

(d) Exhibits:

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 hereunto duly authorized.

Exhibit99.1