Vicarious Surgical Files Prospectus To Offer Up To $100M In Stock, Debt, Warrants And Units On NYSE

VICARIOUS SURGICAL INC.

 

Class A Common Stock

Preferred Stock

Debt Securities

Warrants

Rights

Units

 

We may from time to time issue, in one or more series or classes, up to $100,000,000 in aggregate principal amount of our Class A common stock, preferred stock, debt securities, warrants, rights and/or units. We may offer these securities separately or together in units.

This prospectus provides a general description of the securities we may offer. We will provide the specific terms of the securities offered in one or more supplements to this prospectus.  The prospectus supplements will also describe the specific manner in which these securities will be offered.  We may also authorize one or more free writing prospectuses to be provided to you in connection with these offerings. The prospectus supplement and any related free writing prospectus may add, update or change information contained in this prospectus.  Please read carefully this prospectus, the applicable prospectus supplement, any related free writing prospectus, and the documents incorporated by reference before you invest in any of our securities. This prospectus may not be used to offer or sell any securities unless accompanied by the applicable prospectus supplement.

Our Class A common stock and public warrants to purchase Class A common stock are listed on the New York Stock Exchange ("NYSE") under the symbols "RBOT" and "RBOT.WS," respectively. On December 11, 2025, the last reported sale price of our Class A common stock was $2.71 per share and the last reported sale price of our public warrants was $0.0109. The applicable prospectus supplement will contain information, where applicable, as to any other listing on the NYSE or any securities market or other securities exchange of the securities covered by the prospectus supplement. Prospective purchasers of our securities are urged to obtain current information as to the market prices of our securities, where applicable.

As of the date of this prospectus, the aggregate market value of our outstanding Class A common stock and Class B common stock held by non-affiliates is approximately $26.74 million, which is calculated based on 4,008,326 shares of our outstanding Class A common stock and Class B Common Stock held by non-affiliates and a price of $6.67 per share, the closing price of our Class A common stock on October 15, 2025, which is the highest closing sale price of our Class A common stock on the NYSE within the prior 60 days of this prospectus. During the prior twelve calendar month period that ends on and includes the date hereof, we have sold $5,865,000 of our securities pursuant to General Instruction I.B.6 to Form S-3.