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
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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).
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Securities registered pursuant to Section 12(b) of the Act:
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CURRENT REPORT ON FORM 8-K
Cemtrex, Inc.
Item 3.02. Unregistered Sales of Equity Securities.
On December 8, 2025, the company issued 2,500,609 shares of its common stock pursuant to exchange agreement to satisfy $6,084,000 of debt with certain lenders. As of December 10, 2025, the Company had 6,217,047 shares of common stock outstanding.
The above issuance was exempt from registration pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended.
The Company also issued 29,943 shares of common stock upon the exercise of 9,981 Series A Warrants and 2,234,247 shares of common shares upon the exercise of 2,234,247 Series B Warrants. The Company received $5.5 million proceeds on the exercises of the Series B Warrants.
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.
| CEMTREX, INC. | ||
| Date: December 11, 2025 | By: | /s/ Saagar Govil |
| Saagar Govil | ||
| Chairman, President, and Chief Executive Officer | ||