Quantum X Labs Inc. 自願披露收購 Quantum Israel 後經審計財務報表及備考合併資料

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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): May 14, 2026

 

QUANTUM
X LABS INC.

(Exact
Name of Registrant as Specified in its Charter)

 

Commission
File No.: 001-42681

 

 
 Delaware
  
 68-0080601

 
 (State of

 Incorporation)

  
 (I.R.S. Employer

 Identification No.)

 
 

 
 2
 Jabotinsky St, Atrium Tower, 18th floor

 Ramat
 Gan, Israel 5252903

  
 6971068

 
 (Address
 of Registrant’s Office)
  
 (ZIP
 Code)

 
 

Registrant’s
Telephone Number, including area code: +972 9-774-1505

 

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 each class
  
 Trading
 Symbol(s)
  
 Name
 of each exchange on which registered

 
 Common
 Stock, par value $0.0001 per share
  
 QXL
  
 The
 Nasdaq Capital Market

 
 

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
8.01 Other Events.

 

As
previously announced, on March 4, 2026, Quantum X Labs Inc. (formerly known as Viewbix Inc.) (the “Company”) completed the
acquisition of Quantum X Labs Ltd. (“Quantum Israel” and the “Acquisition”). The Company is voluntarily filing
this Current Report on Form 8-K to provide the disclosures described in Item 9.01 of Form 8-K.

 

The
unaudited pro forma combined financial information included as Exhibit 99.2 to this Current Report on Form 8-K does not necessarily reflect
what the Company’s results of operations, balance sheets or cash flows would have been during the periods presented had the Acquisition
been completed in prior periods and does not necessarily indicate what the Company’s results of operations, balance sheets, cash
flows or costs and expenses will be in the future.

 

Item
9.01 Financial Statements and Exhibits.

 

 (a)
 Financial Statements of Business Acquired.

 

In
accordance with Item 9.01(a), the audited financial statements of Quantum Israel as of December 31, 2025 and December 31, 2024 are attached
hereto as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated by reference herein.

 

 (b)
 Pro Forma Financial Information.

 

In
accordance with Item 9.01(b), the unaudited pro forma condensed combined financial information of the Company updated to reflect the
acquisition of Quantum Israel as if it had occurred on each of December 31, 2025 is attached hereto as Exhibit 99.2 to this Current Report
on Form 8-K/A and are incorporated by reference herein.

 

(c)Not Applicable

 

(d)Exhibits

 

 
 Exhibit
 No.
  
 Description

 
 23.1
  
 Consent
 of Kesselman & Kesselman, Certified Public Accountant (Isr.), a member firm of
 PricewaterhouseCoopers International Limited, an independent registered public accounting firm, independent auditor of
 Quantum X Labs Ltd.

 
 99.1
  
 Audited Financial Statements of Quantum X Labs Ltd. for the year ended December 31, 2025 

 
 99.2
  
 Unaudited Pro Forma Combined Financial Information for the year ended December 31, 2025

 
 104
  
 Cover
 Page Interactive Data File (embedded within the Inline XBRL document)

 
 

  

  

 

 

SIGNATURES

 

Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.

 

 
 Quantum
 X Labs Inc.
 

 
  
  
  
 

 
 By:
 /s/
 Amihay Hadad
  
 

 
 Name:
 Amihay
 Hadad
  
 

 
 Title:
 Chief
 Executive Officer
  
 

 
 

Date:
May 14, 2026