6-K - WISeSat.Space Holdings Corp. (0002101411) (Filer)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2026

Commission File Number: 001-43495

WISeSat.Space Holdings Corp.

(Exact name of registrant as specified in its charter)

Craigmuir Chambers, Road Town

Tortola, British Virgin Islands VG1110

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☒       Form 40-F ☐

EXPLANATORY NOTE

On October 26, 2026, WISeSat Holdings Corp., a British Virgin Islands business company (“Pubco” or “WISeSat”) issued a press release (the “Press Release”) relating to a letter of intent between its subsidiary, WISeSat.Space AG, and SEALSQ Corp (“SEALSQ”), dated October 26, 2026 (“Letter of Intent”) in connection with the purchase by SEALSQ from WISeSat of satellite capacity associated with twelve satellites, together with other satellite operations (the “Satellite Transactions”). The financial consideration to be paid to WISeSat for these Satellite Transactions is estimated to be approximately $15 million subject to the terms of payment terms and delivery milestones to be agreed in a definitive agreement between these parties.

A copy of the Press Release is attached hereto as Exhibit 99.1, and the Letter of Intent is attached hereto as Exhibit 99.2, and each is incorporated herein by reference.

Cautionary Note Regarding Forward-Looking Statements

This Form 6-K, including its attached Exhibit 99.1 and Exhibit 99.2, includes “forward-looking statements” with respect to WISeSat. The expectations, estimates, and projections of the businesses of WISeSat may differ from their actual results and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “anticipate,” “intend,” “may,” “will,” “could,” “should,” “potential,” “plan” and similar expressions are intended to identify such forward-looking statements. Actual results may differ materially and adversely from those expressed or implied in any forward-looking statements and WISeSat therefore cautions against placing undue reliance on any of these forward- looking statements. Many of these factors are outside of the control of WISeSat and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) statements to occur in the future regarding the Letter of Intent, its proposed transactions and its timing and anticipated revenues; (2) the supply, launch and operation of satellites and related infrastructure available to WISeSat; (3) planned security capabilities and subscription-based services of WISeSat; (4) references with respect to the anticipated benefits of the Satellite Transactions, entry into the proposed definitive agreement relating to Satellite Transactions and any projected revenue to or future financial performance of WISeSat; (5) WISeSat’s ability to scale and grow its business, including through the use of proceeds of the Satellite Transactions and/or the potential expansion of the constellation of satellites of WISeSat to up to 100 satellites through 2033, and the advantages and expected growth of WISeSat, including statements regarding estimates and forecasts of other financial, performance and operational metrics and projections of market opportunity; (6) the ability to recognize the anticipated benefits of the Satellite Transactions, which may be affected by, among other things, competition, the ability of WISeSat to grow and manage growth profitably, enter into relevant contracts and source and retain its key employees; (7) costs related to the Satellite Transactions; (8) changes in applicable laws and regulations or political and economic developments; (9) the possibility that WISeSat may be adversely affected by other economic, business and/or competitive factors; (10) WISeSat’s estimates of expenses and profitability; (11) operations of WISeSat and its ability to implement business plans, forecasts and other expectations; (12) WISeSat’s participation in deployment of satellites; (13) WISeSat’s participation in programs of suppliers including the quantum space orbital cloud program with SEALSQ and its related development and commercialization; and (14) other risks and uncertainties included or referenced in the “Risk Factors” sections of the Form 20-F filed by WISeSat on October 7, 2026 with the U.S. Securities and Exchange Commission (“SEC”) and its Registration Statement on Form F-4 filed by WISeSat on August 6, 2026, and other documents filed or to be filed, with the SEC by WISeSat. The foregoing list of factors is not exclusive. You should not place undue reliance upon any forward-looking statements, which speak only as of the date made. WISeSat does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in their expectations or any change in events, conditions, or circumstances on which any such statement is based, except as required by law. 

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EXHIBIT INDEX

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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: October 26, 2026

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