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): December 11, 2025
| AmpliTech Group, Inc. |
| (Exact Name of Registrant as Specified in its Charter) |
| Nevada | 001-40069 | 27-4566352 | ||
|
(State of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
155 Plant Avenue, Hauppauge, NY |
11788 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(631)-521-7831
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or former address if changed from 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 each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, par value $0.001 per share | AMPG | The Nasdaq Stock Market LLC | ||
| Warrants to Purchase Common Stock | AMPGW | The Nasdaq Stock Market LLC |
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.
On December 10, 2025, the Company extended the expiration date of its previously announced Unit Subscription Rights Offering (the “Unit Rights Offering”) to 5:00 p.m. Eastern Time on Friday, January 9, 2026, unless terminated earlier. This extension will allow common stockholders and eligible warrantholders who are entitled to participate in the Unit Rights Offering as of the record date of November 10, 2025, additional time to participate.
A copy of the press release announcing the extension of the Unit Rights Offering is attached hereto as Exhibit 99.1 and incorporated by reference herein.
The Unit Rights Offering will be made only by means of a prospectus supplement and accompanying base prospectus filed with the Commission on October 30, 2025, as amended, as part of the Registration Statement on Form S-3, as amended (No. 333-288863) relating to the Unit Rights Offering, which Registration Statement was declared effective by the Commission on August 4, 2025. This communication shall not constitute an offer to sell or solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
Description |
|
| 99.1 | Press Release dated December 11, 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, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AMPLITECH GROUP INC. | ||
| Date: December 11, 2025 | By: | /s/ Fawad Maqbool |
| Name: | Fawad Maqbool | |
| Title: | Chief Executive Officer | |
Exhibit 99.1

AmpliTech Group Announces Successful Rights Offering at $4 Per Unit, Over-subscriptions Received
Hauppauge, NY, December 11, 2025 – AmpliTech Group, Inc. (Nasdaq: AMPG, AMPGW) (the “Company” or “AmpliTech”), today announced that as of December 10, 2025, Amplitech has received approximately $6.7 million in unit subscription rights thus far, with over 900K basic subscriptions and over 700K oversubscriptions.
In order to better ensure that holders of its Common Stock and certain eligible warrant holders have sufficient time to subscribe and over-subscribe, as applicable, the company’s Board of Directors is extending the Unit Rights Offering subscription period until 5:00 pm Eastern Time on Friday, January 9, 2026, unless terminated earlier. Except for the extension of the expiration date, all other terms of the rights offering remain unchanged.
AmpliTech has an effective Form S-3 base prospectus, as supplemented and amended, from which it is offering the Unit Rights registered with the Securities and Exchange Commission (the “SEC”). The Unit Rights Offering is for up to a maximum of 8,000,000 units at $4 per unit. Each unit consists of one share of common stock and one Series A Right and one Series B Right, with each right to purchase an additional Common Stock. AmpliTech will make a best efforts to have the Series A and Series B Rights listed on Nasdaq Capital Market, though it cannot guarantee such an outcome. The Common Stock forming a part of the units will be listed on the Nasdaq Capital Market.
Holders who fully exercise their Unit Rights are entitled to an oversubscribe privilege for additional units that are not purchased by other right-holders subject to pro rata allocation and availability.
AmpliTech has engaged Moody Capital Solutions, Inc. to act as dealer-manager for the rights offering. Broker dealers, registered investment advisors and institutions may contact Moody at info@moodycapital.com
AmpliTech reserves the right to terminate the Unit Rights Offering at any time prior to the expiration date and for any reason. This announcement shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state. Securities of AmpliTech are NSMIA exempt. A security that is NSMIA exempt is classified as a “covered security” under the National Securities Markets Improvement Act of 1996 and is therefore exempt from state-level registration and regulation, subject only to federal oversight through the SEC. The Rights Offering will be made only by means of a prospectus.
Amplitech Group has filed a registration statement (including a base prospectus and prospectus supplement (as amended) (collectively the “Prospectus”)) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents Amplitech has filed with the SEC for more complete information about Amplitech and the Rights Offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. If you have any questions or need further information about the Rights Offering, please call MacKenzie Partners, Inc., the information agent for this offering by telephone (212) 929-5500 (bankers and brokers) or (800) 322-2885) (all others) or by email at AMPG@mackenziepartners.com. Alternatively, AmpliTech, the dealer-manager or the information agent will arrange to send you the prospectus if you request it using the contact information set forth in the offering materials.
About AmpliTech Group, Inc.
AmpliTech Group, Inc., is comprised of five divisions, AmpliTech Inc., Specialty Microwave, Spectrum Semiconductors Materials, AmpliTech Group Microwave Design Center, and AmpliTech Group True G Speed Services, is a leading designer, developer, manufacturer, and distributor of cutting-edge radio frequency (RF) microwave components and 5G network solutions. Serving global markets including satellite communications, telecommunications (5G & IoT), space exploration, defense, and quantum computing, AmpliTech Group is committed to advancing technology and innovation. For more information, please visit our website at www.amplitechgroup.com or amplitech5G.com.
About Moody Capital Solutions, Inc.
Moody Capital Solutions, Inc. has cultivated and actively maintains deep relationships across a wide network of institutional investors, top-tier law firms, and investor relations specialists. These connections empower it to deliver unmatched advisory services and seamless transaction execution. At Moody Capital, every client engagement is led directly by senior bankers, from strategy to closing. Unlike larger firms, it doesn’t delegate execution to junior staff. Moody Capital is a relationship-driven investment bank committed to delivering high-touch, high-quality results. Moody Capital senior bankers collectively have more than 150 years of investment banking experience. Moody Capital senior bankers have worked at some of the leading large-cap and small-cap investment banks in the U.S.
Safe Harbor Statement
This release contains statements that constitute forward-looking statements. These statements appear in several places in this release and include all statements that are not statements of historical fact regarding the intent, belief or current expectations of the Company, its directors or its officers with respect to, among other things, that the Company will close and be successful in raising capital in connection with the Rights Offering. The words “may” “would” “will” “expect” “estimate” “anticipate” “believe” “intend” and similar expressions and variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond the Company’s ability to control, and that actual results may differ materially from those projected in the forward-looking statements because of various factors. Other risks are identified and described in more detail in the “Risk Factors” section of the Company’s filings with the SEC, which are available on our website and with the SEC at www.sec.gov. We undertake no obligation to update, and we do not have a policy of updating or revising these forward-looking statements, except as required by applicable law.
Contacts:
| Corporate Social Media | Company Contact: |
| X: @AmpliTechAMPG | Jorge Flores |
| Instagram: @AmpliTechAMPG | Tel: 631-521-7831 |
| Facebook: AmpliTechInc | Investors@amplitechgroup.com |
| Linked In: AmpliTech Group Inc |
Investors Relations:
PCG Advisory, Inc.
Kirin Smith
ksmith@pcgadvisory.com