Key Highlights

● WISeKey International Holding reported in a 6-K filed September 25, 2026 that only 518 of its Class B shareholders elected to receive Class B shares of the surviving entity rather than ordinary shares.

● Upon completion of its cross-border Merger into renamed Subsidiary WISeQey Corp, the company expects to issue 5,180 Class B shares, 4,176,654 ordinary shares, and 1,819,060 Class F shares.

● WISeKey shareholders approved the merger at an Extraordinary General Meeting held September 9, 2026, but completion still depends on remaining Swiss and British Virgin Islands regulatory conditions.

● WISeKey shares currently trade on both Nasdaq under the ticker WKEY and the SIX Swiss Exchange, and the company will announce the merger's effective date and WISeQey's trading start once conditions are met.

WISeKey International Holding (NASDAQ:WKEY) reported in a 6-K filed September 25, 2026 that only 518 of its Class B shareholders elected to receive Class B shares of the surviving entity rather than ordinary shares, ahead of a pending cross-border merger of WISeKey into its British Virgin Islands subsidiary, now renamed WISeQey Corp. Upon completion, WISeQey expects to issue 5,180 Class B shares, 4,176,654 ordinary shares, and 1,819,060 Class F shares.

How the Election Worked

According to the press release furnished as Exhibit 99.1, holders of WISeKey Class B shares were given a choice in connection with the merger: receive one ordinary share of WISeQey for each Class B share held, or instead receive ten WISeQey Class B shares for each WISeKey Class B share. The company said only 518 holders chose the Class B share alternative, with the remainder defaulting to or choosing ordinary shares. Class A shareholders, separately, are set to receive Class F shares of the surviving company, accounting for the 1,819,060 Class F shares expected to be issued.

The Structure of the Deal

The transaction is a cross-border merger in which WISeKey International Holding will merge into its BVI subsidiary, which was renamed WISeQey Corp. effective September 16, 2026, with WISeQey surviving the merger as the new parent entity. The filing states that WISeKey shareholders approved the transaction at an Extraordinary General Meeting held September 9, 2026. The press release does not explain the strategic rationale for the redomiciliation, such as tax, regulatory or capital-markets reasons that might typically motivate this kind of corporate restructuring.

Conditions Still Outstanding

WISeKey said in the filing that completion of the Merger remains subject to the satisfaction of the remaining closing conditions, including completion of certain Swiss and British Virgin Islands regulatory procedures. That means the share issuance figures reported in the 6-K represent the company's expectation based on the completed election process, not a completed transaction. The company said it will provide further updates once those conditions are satisfied and the merger becomes effective.

What Comes Next for Trading

The filing states that WISeKey will announce the merger's effective date and the timing for WISeQey shares to begin trading on Nasdaq and the SIX Swiss Exchange once all remaining conditions are met. Until that announcement, WISeKey ordinary shares continue to trade under their existing arrangements. The 6-K was signed by Chief Executive Officer Carlos Moreira and Chief Financial Officer John O'Hara.

A Dual-Listed Company's Structure

WISeKey International Holding describes itself as a Cybersecurity and Internet of Things company, and its shares currently trade on both Nasdaq, under the ticker WKEY, and the SIX Swiss Exchange, reflecting its Swiss corporate roots and U.S. listing. A cross-border merger of this kind, moving the parent entity into a British Virgin Islands structure, is a corporate reorganization mechanism companies sometimes use to simplify their legal structure or address requirements tied to maintaining multiple listings, though this filing does not state which of those considerations, if any, applied here.

The relatively small number of shareholders electing the alternative Class B share option, 518 out of the company's full Class B holder base, suggests most holders either preferred or defaulted to receiving ordinary shares instead.

Steps Left Before WISeQey Trades

Satisfaction of the remaining Swiss and BVI regulatory closing conditions is the immediate hurdle, followed by the announced effective date of the WISeKey-to-WISeQey merger. From there, investors will watch for the commencement of WISeQey trading on Nasdaq and the SIX Swiss Exchange, and final confirmation of the share counts, 5,180 Class B, 4,176,654 ordinary, and 1,819,060 Class F, once the merger closes.