Investor relations
WISeQey Reorganisation information
On 1 October 2026, WISeKey International Holding AG merged into its wholly owned subsidiary WISeQey Corp. This page carries the IRS Form 8937 filed for that reorganisation, together with the share exchange and the tax-basis treatment it reports.
Form 8937, Report of Organizational Actions Affecting Basis of Securities, is furnished to shareholders under Section 6045B of the U.S. Internal Revenue Code. WISeQey Corp. filed it on 10 November 2026.
The summary below follows the filing. Where the two differ, the filing governs.
Tax reporting
IRS Form 8937
The form and its attachment set out the share exchange, the effect on the tax basis of the shares, and the Internal Revenue Code sections relied on.
Additional detail on the Merger is in the Form F-4 filed with the Securities and Exchange Commission on 16 July 2026, in particular under the heading “U.S. Federal Income Tax Considerations”.
The transaction
What happened
On 1 October 2026, WISeKey International Holding AG (“WISeKey CH”) merged with and into its wholly owned subsidiary, WISeQey Corp. — previously named WISeKey International Corp. WISeQey Corp. is the surviving entity. WISeKey CH was dissolved by absorption, without a formal liquidation procedure.
Surviving entity
WISeQey Corp.
Incorporated in the British Virgin Islands. Employer identification number 98-1972591.
Security
Ordinary shares
Ticker WQEY. CUSIP G9724F 105.
Effective
1 October 2026
The date of the organizational action reported on the form.
The exchange
What shareholders received
Holders could elect between two forms of consideration. An election had to be valid and timely, and was subject to the “WISeQey BVI Class B Share Cap” described in the Form F-4. Holders who did not make a valid, timely election received the default shown below.
WISeKey CH Class B
One ordinary share
Par value CHF 0.10. By valid and timely election instead: ten WISeQey Class B shares, subject to the cap. No election: one WISeQey ordinary share.
WISeKey CH Class A
One Class F share
Par value CHF 0.01. By valid and timely election instead: one WISeQey Class B share, subject to the cap. No election: one WISeQey Class F share.
WISeKey CH ADS
One-half ordinary share
Each ADS represented the right to receive one-half of one WISeKey CH Class B Share, and was exchanged subject to the terms of the deposit agreement.
Reference
Key details from the filing
- Reporting issuer
- WISeQey Corp.
- EIN
- 98-1972591
- Security
- Ordinary shares
- Ticker
- WQEY
- CUSIP
- G9724F 105
- Date of action
- 1 October 2026
- Effect on tax basis
- No quantitative effect on the aggregate tax basis of the WISeKey CH shares in the hands of a U.S. Holder
- Intended treatment
- A reorganization within the meaning of Code Section 368(a)(1)(F)
- Code sections
- Sections 368(a)(1)(F), 354 and 358
- Loss recognition
- Provided the Merger so qualifies, no loss should be recognised by U.S. Holders
- Reportable tax year
- The taxable year that includes 1 October 2026 — for calendar-year holders, 2026
- Form filed
- 10 November 2026
Investor information
Where to go next
Questions about this filing
Contact for additional information
- Contact
- John O’Hara, Chief Financial Officer
- Company
- WISeQey Corp.
- Telephone
- +41 22 594 30 00
- info@wisekey.com
- Address
- 4 Esplanade de Pont-Rouge, 1212 Grand-Lancy, Switzerland
The information on this page and in the accompanying form is provided pursuant to Section 6045B of the Internal Revenue Code of 1986, as amended. It is a general summary. It does not constitute tax advice, and it does not purport to be complete or to describe the tax consequences that may apply to particular persons or categories of persons. Shareholders are encouraged to consult their own tax advisors regarding the particular consequences of the Merger to them.