As filed with the Securities and Exchange Commission on December 17, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) Delaware 6770 38-3912845 (State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization) Classification Code Number) Identification Number) 575 Fifth Ave., 14th Floor New ...

As filed with the Securities and Exchange Commission on December 17, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) Delaware 6770 38-3912845 (State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization) Classification Code Number) Identification Number) 575 Fifth Ave., 14th Floor New ...

As filed with the Securities and Exchange Commission on December 17, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) Delaware 6770 38-3912845 (State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization) Classification Code Number) Identification Number) 575 Fifth Ave., 14th Floor New ...

(Exact name of registrant as specified in its charter) As filed with the Securities and Exchange Commission on December 17, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. Menachem Shalom Nukkleus Inc. Chief Executive Officer 575 Fifth Ave., 14th Floor New York, New York 10017 (212) 791-4663 (Name, address, including zip code, and telephone number, including area code, of agent ...

As filed with the Securities and Exchange Commission on December 17, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) Delaware 6770 38-3912845 (State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization) Classification Code Number) Identification Number) 575 Fifth Ave., 14th Floor New ...

As filed with the Securities and Exchange Commission on December 17, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nukkleus Inc. (Exact name of registrant as specified in its charter) (Address, including zip code, and telephone number, including area code, of Registrant's principal executive offices) Menachem Shalom Nukkleus Inc. Chief Executive Officer 575 Fifth Ave., 14th Floor New York, ...

Core Insights - Jeffs' Brands Ltd is expanding into the global homeland security sector through its subsidiary KeepZone AI Inc, which has signed an exclusive distribution agreement with Zorronet Ltd to enhance its security solutions portfolio [1][2][6] Group 1: Strategic Partnership - The partnership aims to integrate Zorronet's advanced AI technology into KeepZone's offerings, creating a comprehensive security ecosystem for threat detection and response [2][6] - KeepZone has exclusive distribution rights for Zorronet's Unmanned Robotic Control Room solution in Mexico and Israel for an initial 12-month period, with potential for extension based on performance [3][6] Group 2: Technology and Applications - Zorronet's technology features an AI-based autonomous Security Operations Center that enables real-time monitoring and threat response with minimal human intervention, utilizing various devices such as sensors, cameras, and drones [4][5] - The solution is particularly suited for high-security applications, including critical infrastructure protection and large-scale environments [5] Group 3: Market Positioning - This agreement is seen as a significant expansion of KeepZone's homeland security offerings, enhancing its capabilities to address modern security challenges [6][7] - Jeffs' Brands aims to leverage its data-driven operations to capitalize on the significant growth potential in the homeland security market [7]

Core Points - Nukkleus, Inc. has successfully closed its initial public offering (IPO) for SC II Acquisition Corp, a special purpose acquisition company, where Nukkleus is the majority owner of the sponsor [1][2] - SC II raised gross proceeds of $172.5 million through the sale of units at an offering price of $10.00 per unit, including an additional $22.5 million from underwriters for over-allotments [2] - Each unit consists of one Class A ordinary share and one right to receive one fifth of a Class A ordinary share upon the completion of a business combination [2] Company Overview - Nukkleus focuses on acquiring and scaling mission-critical suppliers in the defense, aerospace, and advanced manufacturing sectors, targeting Tier 2 and Tier 3 companies [6] - The company aims to modernize and expand strategic suppliers, supporting dual-use innovation and resilient supply chains through its proprietary capital model [6] - Nukkleus combines organic growth with disciplined mergers and acquisitions (M&A) to achieve transformational scale and position itself at the core of the 21st-century defense industrial strategy [7]

Core Viewpoint - Nukkleus, Inc. is strategically acquiring and developing businesses in the aerospace and defense industry, with the announcement of the initial public offering (IPO) of its special purpose acquisition company, SC II Acquisition Corp. [1] Group 1: Initial Public Offering Details - SC II aims to raise gross proceeds of $150 million through the sale of units priced at $10.00 each, with each unit consisting of one Class A ordinary share and a right to receive one fifth of a Class A ordinary share upon a business combination [2] - The underwriters have an option to purchase an additional $22.5 million of units in the IPO, which is expected to close on or about November 28, 2025 [2] - SC II units will be listed on the Nasdaq Global Market under the symbol "SCIIU" [2] Group 2: Sponsorship and Management - SC Capital II Sponsor LLC, an indirect subsidiary of Nukkleus, is acting as the sponsor of SC II, with Nukkleus holding a majority interest [3] - The CEO of Nukkleus, Menachem Shalom, also serves as the CEO of SC II [3] Group 3: Company Overview - Nukkleus focuses on acquiring and scaling mission-critical suppliers in the defense, aerospace, and advanced manufacturing sectors, targeting Tier 2 and Tier 3 companies that are essential to national security infrastructure in the U.S., Israel, and Europe [7] - The company employs a portfolio approach that combines organic growth with disciplined mergers and acquisitions (M&A), positioning itself at the core of 21st-century defense industrial strategy [8]

Core Viewpoint - Nukkleus Inc. is set to hold a special meeting on December 16, 2025, to vote on the acquisition of Star 26 Capital, Inc. and related share issuance proposals [1][3]. Company Overview - Nukkleus Inc. focuses on acquiring and scaling mission-critical suppliers in the defense, aerospace, and advanced manufacturing sectors, targeting Tier 2 and Tier 3 companies that are essential to national security infrastructure in the U.S., Israel, and Europe [4]. - The company employs a proprietary capital model to integrate operational capabilities, financial discipline, and long-term vision, aiming to modernize and expand strategic suppliers [4]. Acquisition Details - Stockholders will vote on the acquisition of 100% of Star 26, a defense-focused acquisition company [3]. - The meeting will also address the issuance of shares related to the conversion of outstanding Series A Convertible Preferred Stock and associated warrants, as well as shares connected to a $250 million equity line of credit [3]. Portfolio and Strategy - Nukkleus combines organic growth with disciplined mergers and acquisitions (M&A) to achieve transformational scale, positioning itself at the core of 21st-century defense industrial strategy [5]. - The company's portfolio includes suppliers such as B. Rimon Agencies Ltd., which provides generators for the "iron dome" launcher system, a majority interest in Water.OI Ltd. focused on smart hydration technology, and a convertible loan to ITS Industrial Techno-logic Solutions [5].