VTIX 8-K
Virtuix Holdings Inc. (VTIX)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported):
(Exact name of registrant as specified in its charter)
|
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
|
|
||
| (Address of principal executive offices) | (Zip Code) |
(
Registrant’s telephone number, including area code:
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 (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 Class | Trading Symbol | Name of Exchange On Which Registered | ||
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 2.02. Results of Operations and Financial Condition.
On August 19, 2026, Virtuix Holdings Inc. (the “Company”) issued a press release announcing the Company’s financial results for the three months ended June 30, 2026. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
On August 20, 2026, the Company held an earnings conference call to discuss the Company’s earnings results for the three months ended June 30, 2026. The Company is furnishing as Exhibit 99.2 to this Current Report on Form 8-K the presentation materials that were provided and discussed during the earnings conference call.
The information included in Items 2.02 and 7.01, including Exhibit 99.1 and 99.2 hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press Release dated August 19, 2026. | |
| 99.2 | Presentation Materials dated August 20, 2026. | |
| 104 | Cover Page Interactive File (the cover page XBRL tags are embedded in the Inline XBRL document). |
1
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.
Dated: August 20, 2026
| VIRTUIX HOLDINGS INC. | ||
| By: | /s/ Jan Goetgeluk | |
| Jan Goetgeluk | ||
| Chief Executive Officer | ||
| (Principal Executive Officer) | ||
2
Exhibit 99.1
Virtuix Reports First Quarter Fiscal Year 2027 Results as Omni One Orders Increase 150% Following Meta Launch
Orders Increased 72% Year-over-Year and Approximately 150% Since the Launch of Omni One for Quest as Meta Launch Drives Accelerating Consumer Demand
Gross Profit Increased 29%; Gross Margin Expanded to 30% from 17%
Defense Expansion Accelerates with Counter-UAS Trainer and Infantry Fireteam Trainer for U.S. Marine Corps, SBIR Phase I Award from U.S. Air Force, and First Deployment to Air National Guard
Omni One Enterprise Expands to Tesla for Humanoid Robot Teleoperation, NASA for Moon and Mars Exploration Analog Mission, and Sirica Therapeutics for AI-Driven Healthcare
Management to Host Conference Call Tomorrow at 8:30 a.m. Eastern Time
AUSTIN, TEXAS – August 19, 2026 – Virtuix Holdings Inc. (NASDAQ: VTIX) (the “Company”), a leading developer of AI-driven, full-body simulation systems, today reported financial and operational results for the first quarter of fiscal year 2027 ended June 30, 2026.
Key First Quarter Fiscal 2027 Results and Subsequent Highlights
| ● | New orders for Omni One systems in the quarter increased 72% year-over-year and approximately 150% since the launch of Omni One for Quest compared to the same period last year, with similar momentum continuing into the current quarter. |
| ● | Net sales were $0.8 million compared to $1.0 million in the prior-year period, which benefited from fulfilment of the final batch of legacy backlog accumulated since 2023. Current-quarter revenue was generated from newly acquired customers. |
| ● | Gross profit increased 29% and gross margin expanded to 30% from 17% in the prior-year period, reflecting higher Omni One system pricing. |
| ● | Net loss per share narrowed from ($0.28) to ($0.22) per share. |
| ● | Advanced its U.S. Marine Corps Infantry Fireteam Trainer as lead systems integrator with the selection of AVRT to provide weapons tracking and immersive training content. Delivery of the pilot system to the U.S. Marine Corps in Quantico, VA, is expected in the fourth calendar quarter of 2026. |
| ● | Entered the counter-drone training market through integration with LeadTech’s Counter-UAS Personnel Trainer for evaluation by the U.S. Marine Corps. |
| ● | Awarded U.S. Air Force funding under Phase I of the AFWERX SBIR program to advance development of its Virtual Terrain Walk (“VTW”) platform for military mission planning and leader rehearsals. |
| ● | Delivered an Omni One system to the Pennsylvania Air National Guard for use of AI-driven virtual reality military training, marking the Company’s first deployment with the Air National Guard. |
| ● | Sold its first Omni One Enterprise system to Tesla, Inc. for the company’s Optimus humanoid robot division, where the system is being used for teleoperation, enabling an operator to remotely control a humanoid robot in real time. |
| ● | Won the Company’s second consecutive 2026 Auggie Award for Best Interaction Product at Augmented World Expo, recognizing Omni One as part of a humanoid robot teleoperation system developed with the University of Central Florida’s Institute for Simulation & Training. |
| ● | Selected for NASA’s Moon and Mars Exploration Analog (MMEA) mission, with Omni One supporting simulated extravehicular activities during a year-long study beginning in 2027. |
| ● | Partnered with Sirica Therapeutics to advance AI-driven autism therapy, delivering two Omni One systems to its treatment center. Sirica plans to establish approximately 100 treatment centers nationwide. |
Management Commentary
“The first quarter of fiscal 2027 was one of the strongest commercial quarters in our Company’s recent history,” said Jan Goetgeluk, CEO of Virtuix. “New orders for Omni One systems increased 72% year-over-year, and have increased approximately 150% since the launch of Omni One for Quest in collaboration with Meta, a trend we have seen continue into the current quarter.
“While reported revenue was lower year-over-year, that comparison reflects the completion of our legacy preorder backlog: revenue in the prior-year period was driven largely by the fulfillment of the final batch of the large backlog of Omni One orders accumulated since the start of our preorder period in August 2023, whereas revenues this quarter resulted from sales to newly acquired customers. We believe new orders are the better forward indicator of the accelerating demand we are currently seeing.
“Our unit economics also continued to improve. Gross profit increased 29% year-over-year and gross margin expanded to 30% from 17%, primarily reflecting the higher selling price of the complete Omni One system in the first quarter of fiscal 2027 compared to the price of units delivered in the prior-year period. We ended the quarter with $7.4 million of cash.
“The launch of the Made for Meta certified Omni One for Quest has expanded our addressable market to millions of active Quest users and is already reshaping our order profile. We believe it represents an important step toward our goal of driving continued consumer sales growth and bringing our immersive, physically engaging entertainment experience to millions of households nationwide. We believe we are only scratching the surface of the potential of our Meta partnership, as we are exploring joint marketing opportunities and the bundling of Virtuix and Meta products.
“Our defense business continues to gain momentum. As lead systems integrator, we’re advancing the development of the U.S. Marine Corps Infantry Fireteam Trainer, while also expanding into the counter-drone training market through LeadTech’s C-UAS Personnel Trainer, and we completed our first deployment with the Air National Guard.
2
“We are also pursuing inorganic growth in the defense sector. Our special committee is actively reviewing acquisition opportunities in the defense training and simulation industry, with a focus on companies with annual revenues in the $10 million to $50 million range that would provide immediate access to government contract vehicles and recurring defense revenues.
“Beyond defense, we expanded into enterprise robotics through our first sale to Tesla’s Optimus program, were selected for NASA’s moon and mars mission, and earned our second consecutive Auggie Award, demonstrating the expanding commercial potential of Omni One.”
“In healthcare, we signed a strategic partnership with Sirica Therapeutics and shipped two Omni One systems to Sirica’s San Francisco Bay Area treatment center to advance AI-driven autism therapy. Sirica announced plans to establish approximately 100 treatment centers nationwide, and we believe full-body movement within AI-enabled environments may play an increasingly important role across next-generation healthcare and therapeutic applications.
“Looking ahead, we are focused on converting the order momentum we are seeing in our consumer business into accelerating revenue growth, advancing our defense programs toward larger awards, completing one or more acquisitions in the defense space, and expanding into enterprise robotics and healthcare applications. Through our multi-use platform strategy, we intend to complement high-volume consumer sales with high-value defense and enterprise contracts, including recurring revenues from software licensing and customized simulation development. We look forward to additional updates in the coming months as we seek to bring long-term value to our stockholders,” concluded Goetgeluk.
First Quarter Financial Results
Net sales for the three months ended June 30, 2026 were $0.8 million, a 26% decrease compared to $1.0 million for the prior year period. The overall higher revenue in the three months ended June 30, 2025 was primarily attributable to the fulfillment of the final batch of the large backlog of Omni One orders accumulated since the start of the preorder period in August 2023, whereas revenues in the first quarter of fiscal 2027 resulted from sales to newly acquired customers. New orders for Omni One systems increased 72% in the three months ended June 30, 2026 compared to the same period last year.
Gross profit in the three months ended June 30, 2026 increased 29% to $227,158, compared to $176,077 in the prior year period. Gross margin as a percentage of revenues expanded to 30% in the three months ended June 30, 2026, from 17% in the prior year period. The improvement was primarily the result of the higher selling price of the complete Omni One system in the first quarter of fiscal 2027 compared to the price of units delivered in the prior-year period.
Total operating expenses increased by $1.9 million, or 86%, to $4.1 million in the three months ended June 30, 2026, compared to $2.2 million in the prior year period. The increase was primarily due to a non-cash $0.7 million increase in stock compensation expense and a $1.2 million increase in professional services fees related to operating as a publicly traded company, including legal, accounting, investor relations, and other professional services.
Total other expense was $3.2 million in the three months ended June 30, 2026, compared to $0.2 million in the prior year period. The increase was primarily attributable to non-cash expenses, including $2.5 million of interest expense and non-cash amortization of debt discount related to the Company’s convertible notes.
3
Net loss for the three months ended June 30, 2026 was ($7.2) million compared to ($2.3) million for the three months ended June 30, 2025. The increase in net loss primarily reflects $4.0 million of non-cash charges and higher operating expenses, partially offset by the improvement in gross profit.
Adjusted EBITDA loss for the three months ended June 30, 2026 was ($3.1) million, compared to a loss of ($1.9) million for the three months ended June 30, 2025.
Net loss per basic and diluted share for the three months ended June 30, 2026 was ($0.22), compared to ($0.28) for the prior year period.
Cash and cash equivalents totaled $7.4 million as of June 30, 2026, compared to $9.5 million as of March 31, 2026.
First Quarter Fiscal Year 2027 Financial Results Conference Call
Virtuix Founder, Chief Executive Officer, and Chairman Jan Goetgeluk and Chief Financial Officer Thomas McGinnis will host the conference call, followed by a question-and-answer period. The conference call will be accompanied by a presentation, which can be viewed during the webcast or accessed following the call via the investor relations section of the Company’s website here.
To access the call, please use the following information:
Date: Thursday, August 20, 2026
Time: 8:30 a.m. Eastern time
U.S. dial-in: 1-877-425-9470
International dial-in: 1-201-389-0878
Conference ID: 13761831
Webcast: https://viavid.webcasts.com/starthere.jsp?ei=1770243&tp_key=19ebd0fc8f
A telephone replay will be available approximately three hours after the call and will run through Thursday, September 3. To listen, please dial 1-844-512-2921 (U.S.) or 1-412-317-6671 (international) and use replay PIN 13761831. A webcast replay will also be available on the Company’s investor relations website.
Note About Non-GAAP Financial Measures
Adjusted EBITDA is a non-GAAP financial measure. The Company defines Adjusted EBITDA as net loss adjusted to exclude: (i) provision for (benefit from) income taxes, (ii) interest expense, net, (iii) depreciation and amortization, (iv) stock-based compensation expense, (v) financing expense, (vi) loss on extinguishment of debt, and (vii) gains or losses from changes in the fair value of financial instruments. Adjusted EBITDA is not calculated in accordance with U.S. generally accepted accounting principles (“GAAP”) and should not be considered in isolation or as a substitute for net loss or any other measure of performance calculated in accordance with GAAP. The Company believes Adjusted EBITDA provides useful supplemental information to investors regarding the performance of its ongoing operations, and management uses it to evaluate operating performance and allocate resources. Because Adjusted EBITDA is not determined in accordance with GAAP and is susceptible to varying calculations, it may not be comparable to similarly titled measures presented by other companies. A reconciliation of net loss, the most directly comparable GAAP measure, to Adjusted EBITDA is presented below.
4
| For the Three Months Ended | ||||||||
| June 30, | ||||||||
| 2026 | 2025 | |||||||
| (Unaudited) | ||||||||
| Reconciliation of GAAP net loss to Adjusted EBITDA | ||||||||
| NET LOSS | $ | (7,170,566 | ) | $ | (2,307,155 | ) | ||
| Plus: | ||||||||
| Taxes | 49,391 | 23,418 | ||||||
| Interest expense, net(1) | 2,539,429 | 119,114 | ||||||
| Depreciation and amortization | 142,953 | 158,776 | ||||||
| EBITDA | $ | (4,438,793 | ) | $ | (2,005,847 | ) | ||
| Plus: | ||||||||
| Stock-based compensation(2) | 722,937 | 10,897 | ||||||
| Financing expense(3) | 584,150 | 0 | ||||||
| Loss on extinguishment of debt | 431,224 | 122,864 | ||||||
| Less: | ||||||||
| Change in fair value of financial instruments | (372,350 | ) | 0 | |||||
| ADJUSTED EBITDA | $ | (3,072,832 | ) | $ | (1,872,086 | ) | ||
| (1) | Interest expense for the three months ended June 30, 2026 includes $2,052,255 of non-cash amortization of debt discount related to the Company’s financing arrangements. The debt discount results from the issuance of warrants, original issue discounts, related closing costs, and embedded derivative bifurcation, which are being amortized to interest expense over the term of the notes. |
| (2) | Stock-based compensation expense for the three months ended June 30, 2026 consisted of non-cash expenses of $103,080 related to equity awards granted to vendors and service providers and $619,857 related to equity awards granted to employees, officers, and directors. Stock-based compensation expense for the three months ended June 30, 2025 consisted entirely of employee, officer, and director awards. |
| (3) | Financing expense represents a non-cash charge recognized in connection with amendments to certain outstanding warrants during the three months ended June 30, 2026. |
About Virtuix
Virtuix Holdings Inc. (NASDAQ: VTIX) is a leading manufacturer of AI-driven, full-body simulation systems for consumer, enterprise, healthcare, and defense markets. The company’s premier portfolio of “Omni” omni-directional treadmills enables players to walk and run in 360 degrees without boundaries inside AI-generated worlds. With a focus on immersive entertainment, defense training, and enterprise applications, Virtuix continues to push the boundaries of full-body XR and AI-driven immersive experiences for users worldwide. For more information, visit virtuix.com.
Please visit the Company’s new Investor Relations website at invest.virtuix.com.
5
Cautionary Note Regarding Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, but are not limited to, statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “would,” “potential,” “continue,” “focused,” “looking ahead,” “plans to,” “seek to,” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements in this press release include, without limitation, statements regarding: the Company’s expectation that recent new order growth will continue and will convert into future revenue growth, including statements about accelerating consumer demand and similar momentum continuing into the current quarter; the Company’s plans to pursue strategic acquisitions in the defense training and simulation industry, including its focus on companies with annual revenues in the $10 million to $50 million range and the potential benefits, synergies, and impact on revenues or shareholder value of any such acquisition; the Company’s position in the defense training market and plans to advance its defense programs toward larger awards; the anticipated timing and scope of the U.S. Marine Corps Infantry Fireteam Trainer program, including expected delivery of the pilot system to Quantico, VA in the fourth calendar quarter of 2026; the outcome of counter-drone and other military evaluations, including the LeadTech Counter-UAS Personnel Trainer for evaluation by the U.S. Marine Corps; expectations regarding government contract opportunities, including AFWERX SBIR Phase I funding and potential Phase II and Phase III funding; expectations regarding the Meta collaboration and the Omni One for Quest launch, including potential joint marketing opportunities and bundling of Virtuix and Meta products, and the Company’s goal of driving continued consumer sales growth and bringing its experience to millions of households nationwide; expectations regarding enterprise and robotics applications, including the Company’s relationship with Tesla’s Optimus humanoid robot program; expectations regarding the NASA Moon and Mars Exploration Analog mission, including simulated extravehicular activities during a year-long study beginning in 2027; expectations regarding therapeutic and healthcare applications, including the Sirica Therapeutics partnership and Sirica’s plans to establish approximately 100 treatment centers nationwide; statements regarding future gross margin improvement and unit economics; statements regarding the Company’s multi-use platform strategy, including complementing high-volume consumer sales with high-value defense and enterprise contracts and recurring revenues from software licensing and customized simulation development; and statements regarding future market growth, demand, and bringing long-term value to stockholders. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to: the Company’s ability to convert new orders into revenue; the Company’s need for additional capital and its ability to obtain financing on acceptable terms or at all; the Company’s limited cash runway and the substantial doubt regarding the Company’s ability to continue as a going concern, as disclosed in the Company’s latest Quarterly Report on Form 10-Q; the Company’s ability to meet its convertible note and other debt obligations when due; risks related to the Company’s outstanding indebtedness; the Company’s ability to identify, negotiate, and complete acquisitions on favorable terms or at all; the ability to successfully integrate any acquired business; the ability to achieve anticipated synergies, revenues, or shareholder value from any acquisition; risks related to government contracting, including contract cancellations, modifications, or funding changes; uncertainties regarding the timing and success of defense program milestones, evaluations, and deployments; the uncertainties related to market conditions, including consumer demand for virtual reality products; the Company’s ability to maintain its collaboration with Meta and achieve anticipated benefits therefrom; risks related to partnerships and collaborations with third parties, including Tesla, NASA, Sirica Therapeutics, and other enterprise customers; risks related to international expansion; competition in the virtual reality, defense training, and simulation markets; and other factors discussed in the “Risk Factors” section of the Company’s filings with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof, except as required by law.
Visit Us on Social Media:
YouTube
TikTok
X
Company Contact
Lauren Premo
Virtuix Holdings Inc.
Investor Relations Contact
Chris Tyson
MZ Group
Direct: 949-491-8235
6
VIRTUIX HOLDINGS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
JUNE 30, 2026 (UNAUDITED) AND MARCH 31, 2026
ASSETS
| June 30, 2026 | March 31, 2026 (As Revised) | |||||||
| CURRENT ASSETS | ||||||||
| Cash and cash equivalents | $ | 7,443,869 | $ | 9,471,288 | ||||
| Receivables, net of allowance for credit losses | 465,403 | 379,289 | ||||||
| Inventory | 1,373,385 | 1,188,623 | ||||||
| Prepaids and other current assets | 764,516 | 897,109 | ||||||
| TOTAL CURRENT ASSETS | 10,047,173 | 11,936,309 | ||||||
| NONCURRENT ASSETS | ||||||||
| Property and equipment | 1,414,460 | 1,413,294 | ||||||
| Less: accumulated depreciation | (1,066,258 | ) | (1,034,984 | ) | ||||
| Net property and equipment | 348,202 | 378,310 | ||||||
| Intangibles | 2,802,690 | 2,797,741 | ||||||
| Less: accumulated amortization | (1,370,066 | ) | (1,258,387 | ) | ||||
| Net intangibles | 1,432,624 | 1,539,354 | ||||||
| Investment in joint venture | - | 40,619 | ||||||
| Other assets | 50,975 | 87,264 | ||||||
| Right-of-use asset - operating | 701,512 | 779,514 | ||||||
| TOTAL NONCURRENT ASSETS | 2,533,313 | 2,825,061 | ||||||
| TOTAL ASSETS | $ | 12,580,486 | $ | 14,761,370 | ||||
7
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
| June 30, 2026 | March 31, 2026 (As Revised) | |||||||
| CURRENT LIABILITIES | ||||||||
| Accounts payable | $ | 662,290 | $ | 721,792 | ||||
| Accrued expenses | 588,772 | 559,517 | ||||||
| Deferred revenue | 639,551 | 666,327 | ||||||
| Gift card liability | 445,744 | 446,252 | ||||||
| Current portion of notes payable, net of discount and unamortized deferred loan costs | 9,658,998 | 5,328,477 | ||||||
| Derivative liabilities at fair value | 1,900,649 | 2,709,817 | ||||||
| Current portion of EIDL loan | 576 | 570 | ||||||
| Lease liability - operating | 256,966 | 286,702 | ||||||
| TOTAL CURRENT LIABILITIES | 14,153,546 | 10,719,454 | ||||||
| LONG-TERM LIABILITIES | ||||||||
| Notes payable, net of discount and unamortized deferred loan costs | 1,039,518 | 2,428,835 | ||||||
| EIDL loan | 23,371 | 23,517 | ||||||
| Lease liability, net of current portion - operating | 444,546 | 492,812 | ||||||
| TOTAL LONG-TERM LIABILITIES | 1,507,435 | 2,945,164 | ||||||
| TOTAL LIABILITIES | 15,660,981 | 13,664,618 | ||||||
| STOCKHOLDERS’ (DEFICIT) EQUITY | ||||||||
| Class A common stock, $.001 par value, 300,000,000 shares authorized at June 30, 2026 and March 31, 2026 and 28,898,026 and 28,562,693 shares issued and outstanding at June 30, 2026 and March 31, 2026, respectively | 28,897 | 28,562 | ||||||
| Class B common stock, $.001 par value, 50,000,000 shares authorized at June 30, 2026 and March 31, 2026 and 4,000,000 shares issued and outstanding at June 30, 2026 and March 31, 2026 | 4,000 | 4,000 | ||||||
| Additional paid-in capital | 83,403,609 | 80,410,625 | ||||||
| Accumulated deficit | (86,517,001 | ) | (79,346,435 | ) | ||||
| TOTAL STOCKHOLDERS’ (DEFICIT) EQUITY | (3,080,495 | ) | 1,096,752 | |||||
| TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | $ | 12,580,486 | $ | 14,761,370 | ||||
8
VIRTUIX HOLDINGS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED JUNE 30, 2026 AND 2025 (UNAUDITED)
| Three Months Ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| SALES | $ | 767,300 | 1,032,136 | |||||
| COST OF GOODS SOLD | 540,142 | 856,059 | ||||||
| GROSS PROFIT | 227,158 | 176,077 | ||||||
| OPERATING EXPENSES | ||||||||
| Selling expenses | 738,978 | 1,049,658 | ||||||
| General and administrative expenses | 3,080,778 | 959,392 | ||||||
| Research and development expenses | 309,375 | 208,716 | ||||||
| TOTAL OPERATING EXPENSES | 4,129,131 | 2,217,766 | ||||||
| LOSS FROM OPERATIONS | (3,901,973 | ) | (2,041,689 | ) | ||||
| OTHER INCOME (EXPENSE) | ||||||||
| Loss on disposal of assets | (5,132 | ) | - | |||||
| Interest income | 163 | 185 | ||||||
| Other income | 9,002 | - | ||||||
| Loss on extinguishment of debt | (431,224 | ) | (122,864 | ) | ||||
| Loss on derecognition of equity method investment | (40,619 | ) | - | |||||
| Change in fair value of derivative liabilities | 349,128 | - | ||||||
| Change in fair value of debt | 23,222 | - | ||||||
| Interest expense | (2,539,592 | ) | (119,299 | ) | ||||
| Financing expense | (584,150 | ) | - | |||||
| TOTAL OTHER EXPENSE, NET | (3,219,202 | ) | (241,978 | ) | ||||
| PROVISION FOR INCOME TAX | 49,391 | 23,418 | ||||||
| SHARE OF LOSS IN JOINT VENTURE | - | (70 | ) | |||||
| NET LOSS | $ | (7,170,566 | ) | $ | (2,307,155 | ) | ||
| Weighted average common shares outstanding: | ||||||||
| Basic and Diluted | 32,787,960 | 8,259,732 | ||||||
| Net loss per share: | ||||||||
| Basic and Diluted | $ | (0.22 | ) | $ | (0.28 | ) | ||
9
VIRTUIX HOLDINGS INC. AND
SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED JUNE 30, 2026 AND 2025 (UNAUDITED)
| Three Months Ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
| Net loss | $ | (7,170,566 | ) | $ | (2,307,155 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization expense | 142,953 | 158,776 | ||||||
| Amortization of discount on notes payable | 2,052,255 | 973 | ||||||
| Amortization of loan costs | 270,970 | 1,125 | ||||||
| Credit loss expense | 6,094 | 36,918 | ||||||
| Lease expense - right of use operating | 78,002 | 68,170 | ||||||
| Stock-based compensation | 619,857 | 10,897 | ||||||
| Change in fair value of derivative liabilities | (349,128 | ) | - | |||||
| Change in fair value of debt | (23,222 | ) | - | |||||
| Loss on disposal of assets | 5,132 | - | ||||||
| Loss on derecognition of the equity method investment | 40,619 | - | ||||||
| Share of loss in joint venture | - | 70 | ||||||
| Warrant modification expense | 584,150 | - | ||||||
| Loss on extinguishment of debt | 431,224 | 122,864 | ||||||
| Stock issuance in exchange for services | 103,080 | - | ||||||
| Payments on operating leases | (91,244 | ) | (82,591 | ) | ||||
| Due from related parties | - | 21,345 | ||||||
| (Increase) decrease in assets: | ||||||||
| Prepaid expenses and other current assets | 132,593 | 17,993 | ||||||
| Accounts receivable | (92,208 | ) | (53,222 | ) | ||||
| Other assets | 36,289 | 810 | ||||||
| Inventory | (184,762 | ) | 292,557 | |||||
| Increase (decrease) in liabilities: | ||||||||
| Accounts payable | (59,502 | ) | 351,188 | |||||
| Accrued expenses | 186,627 | 193,645 | ||||||
| Gift card liability | (508 | ) | - | |||||
| Operating lease liabilities | 13,242 | 14,421 | ||||||
| Deferred revenue | (26,776 | ) | (339,906 | ) | ||||
| CASH USED IN OPERATING ACTIVITIES | (3,294,829 | ) | (1,491,122 | ) | ||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
| Cash paid for purchases of property and equipment | (6,298 | ) | (1,304 | ) | ||||
| Cash paid for purchases of intangibles | (4,949 | ) | (2,192 | ) | ||||
| CASH USED IN INVESTING ACTIVITIES | (11,247 | ) | (3,496 | ) | ||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
| Issuance of preferred stock | - | 1,493,873 | ||||||
| Payments on short-term notes payable | (4,603 | ) | (110,992 | ) | ||||
| Payments on long-term notes payable | (140 | ) | (134 | ) | ||||
| Proceeds from short-term notes payable | - | 217,678 | ||||||
| Warrants exercised | 1,380,000 | 79 | ||||||
| Equity issuance costs | (96,600 | ) | - | |||||
| CASH PROVIDED BY FINANCING ACTIVITIES | 1,278,657 | 1,600,504 | ||||||
| NET (DECREASE) INCREASE IN CASH | (2,027,419 | ) | 105,886 | |||||
| CASH AT BEGINNING OF PERIOD | 9,471,288 | 477,908 | ||||||
| CASH AT END OF PERIOD | $ | 7,443,869 | $ | 583,794 | ||||
10
Exhibit 99.2
First Quarter Fiscal 2027 Earnings Results Quarter Ended June 30, 2026 August 20, 2026 NASDAQ: VTIX Presenters: Jan Goetgeluk, CEO | Thomas McGinnis, CFO
Disclaimer & Forward-Looking Statements This presentation may contain forward-looking statements and information relating to, among other things, the Company, its business plan and strategy, and its industry. These statements reflect management's current views with respect to future events based on information currently available and are subject to risks and uncertainties that could cause the Company's actual results to differ materially. Investors are cautioned not to place undue reliance on these forward-looking statements, as they contain hypothetical illustrations of mathematical principles, are meant for illustrative purposes, and do not represent guarantees of future results, levels of activity, performance, or achievements. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expects," "intends," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "continue," or the negative of these terms or other comparable terminology. Forward-looking statements in this presentation include, without limitation, statements regarding the Company's expectation that recent new order growth will continue and will convert into future revenue; the Company's plans to pursue strategic acquisitions and the potential benefits, synergies and impact on revenues or shareholder value of any such acquisition; the Company's position in the defense training market; the anticipated timing and scope of the U.S. Marine Corps Infantry Fireteam Virtual Trainer program and expected delivery to Quantico; the outcome of counter-drone and other military evaluations; expectations regarding government contract opportunities including AFWERX SBIR Phase II and Phase III funding; expectations regarding the Meta collaboration and the Omni One for Quest launch; expectations regarding enterprise and robotics applications including the Company's relationship with Tesla; expectations regarding the NASA Moon and Mars Exploration Analog mission; and expectations regarding therapeutic and healthcare applications including the Sirica Therapeutics partnership. Such statements are subject to risks including the Company's ability to convert new orders into revenue; its need for additional capital and ability to obtain financing on acceptable terms; risks related to its outstanding indebtedness; its ability to identify, negotiate, and complete acquisitions on favorable terms or at all; the ability to successfully integrate any acquired business; risks related to government contracting, including contract cancellations, modifications, or funding changes; the uncertainties related to market conditions; the Company's ability to maintain its collaboration with Meta; risks related to international expansion; and other factors discussed in the "Risk Factors" section of the Company's filings with the SEC. This presentation includes Adjusted EBITDA, a non-GAAP financial measure. Adjusted EBITDA is not calculated in accordance with U.S. GAAP and should not be considered in isolation or as a substitute for net loss or any other GAAP measure. A reconciliation of net loss to Adjusted EBITDA is presented in the financial tables of the Company's earnings release. The forward-looking statements in this presentation represent our views as of the date of this presentation, and we assume no obligation to update or revise them except as required by applicable law. This presentation does not constitute an offer to sell or a solicitation to purchase any securities. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 2
Agenda CORPORATE OVERVIEW KEY HIGHLIGHTS DEFENSE MOMENTUM ENTERPRISE & HEALTHCARE FINANCIAL RESULTS PRIORITIES & OUTLOOK On the Call Today: Jan Goetgeluk Founder, CEO & Chairman Virtuix Holdings Inc. Thomas McGinnis Chief Financial Officer Virtuix Holdings Inc. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 3
Corporate Overview A Leader in AI-Driven, Full-Body Simulation for Consumer, Enterprise, Healthcare and Defense NASDAQ Listed (VTIX): Began trading January 27, 2026; a leading developer of AI-driven, full-body simulation systems across various end markets. Omni One — Flagship Product: Omni-directional treadmill enabling natural 360° full-body movement inside games, simulations, and AI- generated worlds. 5 Products and 25+ Patents: Omni One, Omni One for Quest, and Omni One Core (consumer); Omni One Enterprise; and the Virtual Terrain Walk (VTW) defense system. Manufacturing at Scale: Facility ready for up to 3,000 units/month — $100M+ annual revenue potential at full utilization. Multi-Use Platform Strategy: High-volume consumer sales plus high- value defense and enterprise contracts, with recurring software revenue. Blue-Chip Collaborations: Made for Meta certification, first Omni One Enterprise sale to Tesla's Optimus program, and selection for NASA's Moon and Mars Exploration Analog (MMEA) mission. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 4
Key Highlights FINANCIAL PERFORMANCE +72% New Order Growth Q1 FY2027 vs. Q1 FY2026 30% Gross Margin vs. 17% prior-year period +29% Gross Profit Growth to $0.23M from $0.18M $7.4M Cash & Equivalents at June 30, 2026 STRATEGIC MILESTONES Order Momentum ~2.5X since Meta launch USMC Lead Systems Integrator IFT Counter-UAS Trainer Tesla — Optimus First Enterprise Sale NASA — MMEA Selected for 2027 Mission Sirica Therapeutics AI-Driven Autism Therapy Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 5
Omni One Order Momentum Made for Meta Launch Is Reshaping the Order Profile +72% New Orders Year over year ~150% Since Meta Launch Omni One for Quest Momentum Continuing Order growth has continued into the current quarter. 20M+ Quest Headsets Giving Omni One access to the world's largest XR userbase. Est. 6 Million Active Quest Users Expanding Omni One's addressable market. Room for Additional Growth Exploring joint marketing opportunities and bundling of Meta and Virtuix products. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 6
U.S. Marine Corps Infantry Fireteam Trainer Virtuix Serving as Lead Systems Integrator Virtual Terrain Walk. AI-driven Gaussian splatting converts 360° footage into photorealistic, walkable geo-specific terrain, cutting build time from weeks to hours. AWARDED U.S AIR FORCE SBIR PHASE I FUNDING Lead Systems Integrator Virtuix leads system integration for the IFT pilot, supported by strategic partner KBR. AVRT Selected Selected AVRT to provide tracked weapon systems, instructor tools, and immersive training content. Four-Marine Fireteam Four Marines train together using M4 rifle surrogates and Meta Quest headsets on omni-directional treadmills. Quantico Delivery Delivery to the U.S. Marine Corps in Quantico, Virginia expected in the fourth quarter of 2026. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 7
Entering the Counter-Drone Training Market Omni One Integrated into LeadTech's C-UAS Personnel Trainer U.S. Marine Corps Evaluation Location: Training and Education Command (TECOM), Quantico, Virginia Evaluating teams: MCAGCC Twentynine Palms and Camp Pendleton AI-Enabled C-UAS Trainer LeadTech's platform recreates military training ranges for realistic counter-drone marksmanship training. Full-Body Movement Trainees walk naturally through virtual environments, navigate buildings, and communicate over tactical radios. Realistic Engagements Engage drones with realistic ballistics across individual and multi-user scenarios. Fast-Growing Priority Counter-drone training is among the fastest-growing priorities of Western militaries. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 8
Expanding Defense Momentum Active Engagements Across the U.S. Air Force, Marine Corps, Army, Navy , and Air National Guard U.S. Air Force AFWERX SBIR Phase I for VTW Sales to the USAF Academy and Yokota Air Base Pennsylvania Air National Guard deployment U.S. Marine Corps Lead systems integrator for the Infantry Fireteam Trainer Counter-drone trainer for TECOM evaluation U.S. Army Omni One sold to the U.S. Military Academy at West Point U.S. Navy Signed a Cooperative R&D Agreement (CRADA) with the Naval Postgraduate School Pursuing Strategic Acquisitions. Board special committee is actively reviewing defense training and simulation acquisition targets with annual revenues of $10M–$50M that would provide immediate access to government contract vehicles, past performance, additional sales channels, and recurring defense revenue. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 9
Enterprise Traction: Robotics, Space, and Healthcare Omni One Expanding Well Beyond Its Original Consumer Market Tesla — Optimus Program Sold the first Omni One Enterprise system to Tesla, Inc. for its Optimus humanoid robot division for teleoperation, enabling an operator to remotely control a humanoid robot in real time. First Sale to Tesla Selected for NASA's Moon and Mars Exploration Analog mission. Omni One will support simulated extravehicular activities during a year-long study beginning in 2027. Year-Long Analog Study from 2027 2026 Auggie Award Second consecutive Auggie Award for Best Interaction Product from Augmented World Expo, recognizing Omni One within a humanoid robot teleoperation system built by UCF's Institute for Simulation & Training. Second Consecutive Auggie Win Enterprise Software Upside. Enterprise sales generate high-margin, recurring software licensing and services revenue alongside hardware sales. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 10 NASA — MMEA Mission
Potential Major Vertical: Healthcare & Therapeutics Full-Body Movement Within AI-Enabled Environments Sirica Therapeutics Partnership Strategic partnership to advance AI-driven autism therapy for children. Virtuix delivered two Omni One systems to Sirica's San Francisco Bay Area treatment center. ~100 Planned Treatment Centers Sirica announced plans to establish approximately 100 treatment centers nationwide. U.S. has an est. 12,000 ABA therapy centers, creating a scalable potential channel for Omni One Enterprise. University Research Collaborations Rutgers University's WINLAB is applying Omni One to AI- assisted neurodivergent therapy and behavioral analytics. Florida Gulf Coast University's Marieb College is evaluating it for physical therapy and neuro-rehabilitation. Next-Generation Therapeutics Management believes full-body movement within AI-enabled environments may play an increasingly important role across next-generation healthcare and therapeutic applications. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 11
Financial Results — Revenue, Gross Profit & Gross Margin Three Months Ended June 30, 2026 vs. Prior-Year Period Net Sales ($000s) $1,032 Q1 FY2026 $767 Q1 FY2027 Gross Profit ($000s) $176 Q1 FY2026 $227 Q1 FY2027 Gross Margin 17% Q1 FY2026 30% Q1 FY2027 New orders grew 72% year over year — and approximately 150% since the launch of Omni One for Quest, with momentum continuing into the current quarter. Net sales declined 26% to $0.8M from $1.0M — the prior-year period included the final batch of the legacy Omni One preorder backlog; this quarter's revenue came from newly acquired customers. Gross margin expanded to 30% from 17% — on higher Omni One system pricing compared to the prior-year period. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 12
Financial Results — Operating Expenses & Operating Loss Three Months Ended June 30, 2026 vs. Prior-Year Period Total Operating Expenses ($000s) $2,218 Q1 FY2026 $4,129 Q1 FY2027 Loss from Operations ($000s) ($2,042) Q1 FY2026 ($3,902) Q1 FY2027 Total OpEx ▲86% G&A ▲$2.1M Selling ▼$0.3M R&D ▲$0.1M Net Loss: Q1 FY'27 ($7.2M) vs. Q1 FY'26 ($2.3M). The increase reflects $4.0M of largely non-cash charges, including $2.5M of non-cash interest expense and debt-discount amortization— plus higher operating expenses, partially offset by improved gross profit. OpEx growth includes $0.7M of non- cash stock-based compensation. Net loss per share was ($0.22) vs. ($0.28), reflecting a substantially higher weighted average share count. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 13
Adjusted EBITDA (Non-GAAP) Reconciliation of Net Loss to Adjusted EBITDA — Three Months Ended June 30 ($ in 000's) Q1 FY2027 Q1 FY2026 Net loss ($7,171) ($2,307) Interest expense 2,540 119 Interest income (0) (0) Provision for income tax 49 23 Depreciation and amortization 143 159 EBITDA ($4,439) ($2,006) Stock-based compensation 723 11 Financing expense (warrant modification) 584 — Loss on extinguishment of debt 431 123 Gain on change in fair value of financial instruments (372) — ADJUSTED EBITDA ($3,073) ($1,872) Adjusted EBITDA is a non-GAAP measure defined as net loss before interest, income taxes, and depreciation and amortization, further adjusted to exclude stock-based compensation and certain non-cash and non-recurring items. It is not a substitute for net loss or any other GAAP measure. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 14
Balance Sheet Summary June 30, 2026 vs. March 31, 2026 ($ in 000's) Jun 30, 2026 Mar 31, 2026 Change / Comments Cash & Equivalents $7,444 $9,471 – $2,027 Total Assets $12,580 $14,761 – $2,181 Total Liabilities $15,661 $13,665 + $1,996 Notes Payable (current + LT) $10,699 $7,757 + $2,941 (incl. convertible notes) Stockholders' Equity (Deficit) ($3,080) $1,097 – $4,177 Accumulated Deficit ($86,517) ($79,346) – $7,171 The quarter's $2.0 million decline in cash and the move to a stockholders' deficit reflect the operating loss and non-cash charges on the Company's convertible notes; management continues to manage the balance sheet to support the growth opportunity ahead. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 15
L O O K I N G A H E A D Priorities & Outlook Accelerate consumer revenue growth Continue the order momentum following the Omni One for Quest launch and accelerate revenue growth with Meta partnership. Advance Defense Programs Deliver the USMC Infantry Fireteam Trainer to Quantico in Q4 2026, complete Air Force Phase I SBIR, and advance programs toward larger awards. Advance Defense M&A Complete one or more acquisitions with $10M–$50M of revenue, adding contract vehicles, past performance, sales channels, and recurring defense revenue. Expand Enterprise Sales Build on the Tesla Optimus sale, NASA MMEA selection, and other recent enterprise traction to grow high-margin Omni One Enterprise sales. Build Healthcare/ Therapeutics Channel Develop therapeutics vertical with Sirica Therapeutics and other ABA partners, and obtain clinical validations from university research collaborations. Drive Toward Profitability Build on 30% gross margin, continue to grow revenue, and add high-value defense and enterprise contracts to drive toward profitability. Virtuix Holdings Inc. (NASDAQ: VTIX) | First Quarter Fiscal 2027 Earnings Presentation | August 20, 2026 16
THANK YOU QUESTIONS & ANSWERS NASDAQ: VTIX Investor Relations Chris Tyson Executive Vice President, MZ Group 949-491-8235 [email protected] Company Contact: Lauren Premo | [email protected] | invest.virtuix.com 17