CLAY / Chavant Capital Acquisition Corp. - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

شركة تشافانت كابيتال أكويزيشن كورب
US ˙ NasdaqCM ˙ KYG2058L1032
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الإحصائيات الأساسية
LEI 5493000EQUHM8VQXKW03
CIK 1855467
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Chavant Capital Acquisition Corp.
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
September 4, 2025 EX-99.1

Mobix Labs, Inc. Announces Exercise of Warrants for $4.5 Million Gross Proceeds

Exhibit 99.1 Mobix Labs, Inc. Announces Exercise of Warrants for $4.5 Million Gross Proceeds IRVINE, Calif., Sept. 03, 2025 (GLOBE NEWSWIRE) — Mobix Labs, Inc. (NASDAQ: MOBX), a fabless semiconductor company delivering advanced connectivity solutions for wired and wireless 5G, defense, aerospace, and medical applications today announced it has entered into an agreement with a holder of its existin

September 4, 2025 EX-10.1

Mobix labs, inc.

Exhibit 10.1 Mobix labs, inc. September 3, 2025 Holder of Common Stock Purchase Warrants Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Mobix Labs, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) the opportunity to receive new warrants to purchase shares of the Company’s Class A common stock, par value $0.00001 per share (the “

September 4, 2025 EX-4.1

COMMON STOCK PURCHASE WARRANT mobix labs, inc.

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

September 4, 2025 424B3

PROSPECTUS SUPPLEMENT NO. 3 MOBIX LABS, INC. Up to 15,373,309 SHARES OF CLASS A COMMON STOCK

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-287493 September 4, 2025 PROSPECTUS SUPPLEMENT NO. 3 MOBIX LABS, INC. Up to 15,373,309 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus dated August 11, 2025 (as supplemented to date, the “Prospectus”) of Mobix Labs, Inc. a Delaware corporation (the “Company”), which forms a part of the C

September 4, 2025 EX-4.2

SECOND AMENDED AND RESTATED SERIES B COMMON STOCK PURCHASE WARRANT Mobix Labs, Inc.

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

September 4, 2025 EX-4.3

COMMON STOCK PURCHASE WARRANT mobix labs, inc.

Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

September 4, 2025 8-K

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): September 3, 2025 MOBIX LABS, INC

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): September 3, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

September 3, 2025 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 13, 2025 MOBIX LABS, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 13, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

August 21, 2025 424B3

PROSPECTUS SUPPLEMENT NO. 2 MOBIX LABS, INC. Up to 15,373,309 SHARES OF CLASS A COMMON STOCK

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-287493 August 21, 2025 PROSPECTUS SUPPLEMENT NO. 2 MOBIX LABS, INC. Up to 15,373,309 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus dated August 11, 2025 (as supplemented to date, the “Prospectus”) of Mobix Labs, Inc. a Delaware corporation (the “Company”), which forms a part of the Com

August 21, 2025 8-K

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): August 13, 2025 MOBIX LABS, INC.

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): August 13, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File N

August 15, 2025 424B3

PROSPECTUS SUPPLEMENT NO. 1 MOBIX LABS, INC. Up to 15,373,309 SHARES OF CLASS A COMMON STOCK

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-287493 August 15, 2025 PROSPECTUS SUPPLEMENT NO. 1 MOBIX LABS, INC. Up to 15,373,309 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus dated August 11, 2025 (the “Prospectus”) of Mobix Labs, Inc. a Delaware corporation (the “Company”), which forms a part of the Company’s Registration State

August 14, 2025 8-K

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): August 8, 2025 MOBIX LABS, INC. (

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): August 8, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Nu

August 13, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40621 Mobix Labs, Inc. (Exact n

August 12, 2025 424B3

mobix labs, inc. UP TO 15,373,309 CLASS A COMMON STOCK

PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-287493 mobix labs, inc. UP TO 15,373,309 CLASS A COMMON STOCK This prospectus relates to the registration of the resale or other distribution by the Selling Stockholders named herein of up to 15,373,309 shares of Class A common stock of Mobix Labs, Inc., par value $0.00001 per share (the “Class A Common Stock”) consisting of (a) up t

August 7, 2025 S-1/A

As filed with the Securities and Exchange Commission on August 6, 2025

As filed with the Securities and Exchange Commission on August 6, 2025 Registration No.

August 7, 2025 EX-10.1

Retirement and Release Agreement, by and among Mobix Labs, Inc. and Fabrizio Battaglia, dated as of July 25, 2025.

Exhibit 10.1

August 7, 2025 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 23, 2025 MOBIX LABS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 23, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File N

August 7, 2025 EX-10.46

Retirement and Release Agreement, by and among Mobix Labs, Inc. and Fabrizio Battaglia, dated as of July 25, 2025.

Exhibit 10.46

July 29, 2025 8-K

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): July 23, 2025 MOBIX LABS, INC. (E

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): July 23, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Num

July 29, 2025 EX-99.1

Press Release dated July 23, 2025 issued by the Company

Exhibit 99.1

July 2, 2025 EX-99.1

Mobix Labs Launches Unsolicited Bid to Acquire Peraso in 20% Premium Deal to Shareholders—Accelerating Revenue Growth and Market Expansion Increasing revenue, combining scale, and realizing immediate synergies ~ ~ Creating a dominant force in high-gr

Exhibit 99.1 Mobix Labs Launches Unsolicited Bid to Acquire Peraso in 20% Premium Deal to Shareholders—Accelerating Revenue Growth and Market Expansion Increasing revenue, combining scale, and realizing immediate synergies ~ ~ Creating a dominant force in high-growth mmWave and defense semiconductor markets ~ ~ Securing Nasdaq listing stability for Peraso shareholders ~` IRVINE, Calif. – June 26,

July 2, 2025 8-K

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): June 26, 2025 MOBIX LABS, INC. (E

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): June 26, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Num

June 17, 2025 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 30, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 30, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (

June 5, 2025 8-K

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 30, 2025 MOBIX LABS, INC. (Ex

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 30, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Numb

May 22, 2025 EX-4.8

Amended and Restated Form of Series B Common Warrant, dated April 7, 2025.

Exhibit 4.8 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

May 22, 2025 S-1

As filed with the Securities and Exchange Commission on May 21, 2025

As filed with the Securities and Exchange Commission on May 21, 2025 Registration No.

May 22, 2025 EX-4.7

Amended and Restated Form of Series A Common Warrant, dated April 7, 2025.

Exhibit 4.7 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

May 22, 2025 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Mobix Labs, Inc.

May 16, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

May 15, 2025 EX-10.7

Amended and Restated Restricted Stock Award Agreement by and between Mobix Labs, Inc. and Keyvan Samini dated as of May 5, 2025 (incorporated by reference to Exhibit 10.7 to Mobix Labs, Inc.’s Quarterly Report on Form 10-Q filed on May 15, 2025).

Exhibit 10.7 MOBIX LABS, INC. amended and restated RESTRICTED STOCK AGREEMENT 1. Award of Restricted Stock. This Amended and Restated Restricted Stock Agreement (the “Amendment”) by and between Keyvan Samini (the “Recipient”) and Mobix Labs, Inc. (the “Company”) is effective May 5, 2025 (the “Effective Date”), and hereby supersedes and restates in its entirety that Restricted Stock Agreement (“Agr

May 15, 2025 EX-4.2

Form of Amended and Restated Series B Common Stock Purchase Warrant.

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

May 15, 2025 EX-10.6

Amended and Restated Restricted Stock Award Agreement by and between Mobix Labs, Inc. and Fabian Battaglia dated as of May 5, 2025 (incorporated by reference to Exhibit 10.6 to Mobix Labs, Inc.’s Quarterly Report on Form 10-Q filed on May 15, 2025).

Exhibit 10.6 MOBIX LABS, INC. AMENDED AND RESTATED RESTRICTED STOCK AGREEMENT 1. Award of Restricted Stock. This Amended and Restated Restricted Stock Agreement (the “Amendment”) by and between Fabrizio Battaglia (the “Recipient”) and Mobix Labs, Inc. (the “Company”) is effective May 5, 2025 (the “Effective Date”), and hereby supersedes and restates in its entirety that Restricted Stock Agreement

May 15, 2025 EX-4.1

Form of Amended and Restated Series A Common Stock Purchase Warrant.

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

May 15, 2025 EX-10.2

Amended and Restated Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and Frederick Goerner dated as of April 11, 2025 (incorporated by reference to Exhibit 10.2 to Mobix Labs, Inc.’s Quarterly Report on Form 10-Q filed on May 15, 2025)

Exhibit 10.2 MOBIX LABS, INC. AMENDED AND RESTATED STOCK UNIT AGREEMENT THIS AMENDED AND RESTATED RSU AGREEMENT (“Amendment”) by and between Frederick Goerner (the “Participant”) and Mobix Labs, Inc. (the “Company”) is effective April 11, 2025 (the “Effective Date”), and hereby supersedes and restates in its entirety that RSU Agreement dated April 10, 2025 (the “Agreement”), and entered into by an

May 15, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40621 Mobix Labs, Inc. (Exact

May 15, 2025 EX-10.1

Amended and Restated Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and James Peterson dated as of April 11, 2025 (incorporated by reference to Exhibit 10.1 to Mobix Labs, Inc.’s Quarterly Report on Form 10-Q filed on May 15, 2025).

Exhibit 10.1 MOBIX LABS, INC. SECOND AMENDED AND RESTATED RSU AGREEMENT THIS SECOND AMENDED AND RESTATED RSU AGREEMENT (“Second Amendment”) by and between James Peterson (the “Participant”) and Mobix Labs, Inc. (the “Company”) is effective April 11, 2025 (the “Effective Date”), and hereby supersedes and restates in its entirety that Amended and Restated RSU Agreement dated April 10, 2025 (the “Fir

May 6, 2025 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

May 2, 2025 8-K

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): April 28, 2025 MOBIX LABS, INC. (

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): April 28, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Nu

April 16, 2025 8-K

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): April 10, 2025 MOBIX LABS, INC. (

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): April 10, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Nu

April 7, 2025 EX-4.3

Form of Placement Agent Warrant, dated April 7, 2025 (incorporated by reference to Exhibit 4.3 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on April 7, 2025).

Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

April 7, 2025 EX-4.2

Form of Pre-Funded Warrant, dated April 7, 2025 (incorporated by reference to Exhibit 4.2 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on April 7, 2025).

Exhibit 4.2 PRE-FUNDED COMMON STOCK PURCHASE WARRANT mobix labs, inc. Warrant Shares: Initial Exercise Date: April 7, 2025 Issue Date: April 7, 2025 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any tim

April 7, 2025 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Regulation FD Disclosure, Financial Statements and Exhibits

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): April 4, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Num

April 7, 2025 EX-10.1

Form of Placement Agency Agreement, dated as of April 4, 2025 (incorporated by reference to Exhibit 10.1 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on April 7, 2025).

Exhibit 10.1 PLACEMENT AGENCY AGREEMENT April 4, 2025 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Mobix Labs, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $3,999,990.30 of securities of the Company, including, but n

April 7, 2025 EX-10.2

Form of Securities Purchase Agreement, dated as of April 4, 2025 (incorporated by reference to Exhibit 10.2 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on April 7, 2025).

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of April 4, 2025, between Mobix Labs, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set for

April 7, 2025 424B5

Mobix Labs, Inc. 3,850,000 Shares of Class A Common Stock 1,026,860 Pre-Funded Warrants to Purchase up to 1,026,860 Shares of Common Class A Stock 1,026,860 Shares of Common Stock Underlying the Pre-Funded Warrants

PROSPECTUS SUPPLEMENT (To the Prospectus dated January 24, 2025) Filed Pursuant to Rule 424(b)(5) Registration No.

April 7, 2025 EX-4.1

Form of Common Warrant, dated April 7, 2025 (incorporated by reference to Exhibit 4.1 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on April 7, 2025).

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

April 7, 2025 EX-99.1

MOBIX LABS ANNOUNCES $4.0 MILLION REGISTERED DIRECT OFFERING PRICED AT-THE-MARKET UNDER NASDAQ RULES

Exhibit 99.1 MOBIX LABS ANNOUNCES $4.0 MILLION REGISTERED DIRECT OFFERING PRICED AT-THE-MARKET UNDER NASDAQ RULES IRVINE, Calif / BUSINESS WIRE / April 4, 2025 / Mobix Labs, Inc. (Nasdaq: MOBX, “Mobix Labs” or the “Company”), a leading provider of advanced connectivity solutions, today announced that it has entered into a definitive agreement with institutional investors for the purchase and sale

March 28, 2025 EX-99.4

Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and Kurt Busch dated as of April 10, 2025 (incorporated by reference to Exhibit 99.4 of the Registrant’s Registration Statement on Form S-8 (File No. 333-286200), filed with the SEC on March 28, 2025).

Exhibit 99.4 MOBIX LABS, INC. RESTRICTED STOCK UNIT AGREEMENT 1. Award of Restricted Stock Units. Pursuant to the terms and conditions of this Restricted Stock Unit Agreement effective (the “Agreement”) and in accordance with the approval granted by the shareholders of the Company at its Special Meeting of Shareholders held January 3, 2025, MOBIX LABS, INC., a Delaware corporation (the “Company”)

March 28, 2025 EX-99.5

Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and William Carpou dated as of April 10, 2025 (incorporated by reference to Exhibit 99.5 of the Registrant’s Registration Statement on Form S-8 (File No. 333-286200), filed with the SEC on March 28, 2025).

Exhibit 99.5 MOBIX LABS, INC. RESTRICTED STOCK UNIT AGREEMENT 1. Award of Restricted Stock Units. Pursuant to the terms and conditions of this Restricted Stock Unit Agreement effective (the “Agreement”) and in accordance with the approval granted by the shareholders of the Company at its Special Meeting of Shareholders held January 3, 2025, MOBIX LABS, INC., a Delaware corporation (the “Company”)

March 28, 2025 EX-99.3

Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and David Aldrich dated as of April 10, 2025 (incorporated by reference to Exhibit 99.3 of the Registrant’s Registration Statement on Form S-8 (File No. 333-286200), filed with the SEC on March 28, 2025).

Exhibit 99.3 MOBIX LABS, INC. RESTRICTED STOCK UNIT AGREEMENT 1. Award of Restricted Stock Units. Pursuant to the terms and conditions of this Restricted Stock Unit Agreement effective (the “Agreement”) and in accordance with the approval granted by the shareholders of the Company at its Special Meeting of Shareholders held January 3, 2025, MOBIX LABS, INC., a Delaware corporation (the “Company”)

March 28, 2025 S-8

As filed with the Securities and Exchange Commission on March 27, 2025.

As filed with the Securities and Exchange Commission on March 27, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 3674 98-1591717 (State or other jurisdiction of Incorporation or organization) (Primary

March 28, 2025 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Mobix Labs, Inc.

March 28, 2025 EX-99.1

Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and James Peterson.

Exhibit 99.1 MOBIX LABS, INC. RESTRICTED STOCK UNIT AGREEMENT 1. Award of Restricted Stock Units. Pursuant to the terms and conditions of this Restricted Stock Unit Agreement effective (the “Agreement”) and in accordance with the approval granted by the shareholders of the Company at its Special Meeting of Shareholders held January 3, 2025, MOBIX LABS, INC., a Delaware corporation (the “Company”)

March 28, 2025 EX-99.11

2023 Equity Incentive Plan (As Amended) incorporated by reference to Exhibit 99.11 of the Registrant’s Registration Statement on Form S-8 (File No. 333-286200), filed with the SEC on March 28, 2025).

Exhibit 99.11 MOBIX LABS, INC. 2023 EQUITY INCENTIVE PLAN (AS AMENDED) MOBIX LABS, INC. 2023 EQUITY INCENTIVE PLAN 1. Purpose 1 2. Definitions 1 3. Administration 5 4. Shares Subject to Plan 6 5. Eligibility 7 6. Specific Terms of Awards 7 7. Certain Provisions Applicable to Awards 13 8. Change in Control 15 9. General Provisions 16 MOBIX LABS, INC. 2023 EQUITY INCENTIVE PLAN 1. Purpose. The purpo

March 28, 2025 EX-99.6

Restricted Stock Award Agreement by and between Mobix Labs, Inc. and Fabian Battaglia.

Exhibit 99.6 MOBIX LABS, INC. RESTRICTED STOCK AGREEMENT` 1. Award of Restricted Stock. Pursuant to the terms and conditions of this Restricted Stock Agreement (“Agreement”) effective , 2025 (the “Effective Date”) and in accordance with the approval granted by the shareholders of Mobix Labs, Inc. (the “Company”) at its Special Meeting of Shareholders held January 3, 2025, the Company hereby grants

March 28, 2025 EX-99.7

Restricted Stock Award Agreement by and between Mobix Labs, Inc. and Keyvan Samini.

Exhibit 99.7 MOBIX LABS, INC. RESTRICTED STOCK AGREEMENT` 1. Award of Restricted Stock. Pursuant to the terms and conditions of this Restricted Stock Agreement (“Agreement”) effective , 2025 (the “Effective Date”) and in accordance with the approval granted by the shareholders of Mobix Labs, Inc. (the “Company”) at its Special Meeting of Shareholders held January 3, 2025, the Company hereby grants

March 28, 2025 EX-99.8

Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and Kristen Schmidt.

Exhibit 99.8 MOBIX LABS, INC. RESTRICTED STOCK UNIT AGREEMENT 1. Award of Restricted Stock Units. Pursuant to the terms and conditions of this Restricted Stock Unit Agreement effective (the “Agreement”) and in accordance with the approval granted by the shareholders of the Company at its Special Meeting of Shareholders held January 3, 2025, MOBIX LABS, INC., a Delaware corporation (the “Company”)

March 28, 2025 EX-99.10

Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and Christopher Lancaster.

Exhibit 99.10 MOBIX LABS, INC. RESTRICTED STOCK UNIT AGREEMENT 1. Award of Restricted Stock Units. Pursuant to the terms and conditions of this Restricted Stock Unit Agreement effective (the “Agreement”) and in accordance with the approval granted by the shareholders of the Company at its Special Meeting of Shareholders held January 3, 2025, MOBIX LABS, INC., a Delaware corporation (the “Company”)

March 28, 2025 EX-99.2

Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and Frederick Goerner.

Exhibit 99.2 MOBIX LABS, INC. RESTRICTED STOCK UNIT AGREEMENT 1. Award of Restricted Stock Units. Pursuant to the terms and conditions of this Restricted Stock Unit Agreement effective (the “Agreement”) and in accordance with the approval granted by the shareholders of the Company at its Special Meeting of Shareholders held January 3, 2025, MOBIX LABS, INC., a Delaware corporation (the “Company”)

March 28, 2025 EX-99.9

Restricted Stock Unit Award Agreement by and between Mobix Labs, Inc. and Nanette Young.

Exhibit 99.9 MOBIX LABS, INC. RESTRICTED STOCK UNIT AGREEMENT 1. Award of Restricted Stock Units. Pursuant to the terms and conditions of this Restricted Stock Unit Agreement effective (the “Agreement”) and in accordance with the approval granted by the shareholders of the Company at its Special Meeting of Shareholders held January 3, 2025, MOBIX LABS, INC., a Delaware corporation (the “Company”)

March 7, 2025 8-K

Submission of Matters to a Vote of Security Holders

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): March 3, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Num

February 21, 2025 EX-99.1

~ Revenue Growth and Margin Expansion Highlight a Strong Start to the Year ~

Exhibit 99.1 Mobix Labs, Inc. Announces First Quarter 2025 Financial Results February 18, 2025 ~ Revenue Growth and Margin Expansion Highlight a Strong Start to the Year ~ IRVINE, Calif.—(BUSINESS WIRE)—Feb. 18, 2025— Mobix Labs, Inc. (Nasdaq: MOBX) (“Mobix Labs” or the “Company”), a leading provider of advanced connectivity solutions, today announced financial results for the first quarter of fis

February 21, 2025 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

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): February 18, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

February 12, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40621 Mobix Labs, Inc. (Exa

January 28, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): January 22, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

January 28, 2025 EX-99.1

Mobix Labs Powers Into Aerospace and Defense with Acquisition of SCP Manufacturing ~Second Strategic Acquisition in 60 Days Positions Mobix Labs as a Market Leader ~

EXHIBIT 99.1 Mobix Labs Powers Into Aerospace and Defense with Acquisition of SCP Manufacturing ~Second Strategic Acquisition in 60 Days Positions Mobix Labs as a Market Leader ~ Irvine, Calif., January 22, 2025 – Mobix Labs, Inc. (Nasdaq: MOBX), a global leader in advanced connectivity solutions, has unveiled another game-changing move with its acquisition of SCP Manufacturing, a Nevada-based pro

January 22, 2025 CORRESP

Mobix Labs, Inc. 15420 Laguna Canyon Road, Suite 100 Irvine, California 92618

Mobix Labs, Inc. 15420 Laguna Canyon Road, Suite 100 Irvine, California 92618 January 22, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Jenny O’Shanick Re: Mobix Labs, Inc. Registration Statement on Form S-3 Filed January 17, 2025 File No. 333-284351 Dear Ms. O’Shanick: Mobix Labs, Inc. (the

January 22, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of

January 22, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

January 17, 2025 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Mobix Labs, Inc.

January 17, 2025 EX-4.9

Form of Indenture relating to the Senior Debt Securities.

Exhibit 4.9 MOBIX LABS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20[●] Senior Debt Securities INDENTURE INDENTURE, dated as of [●], 20[●], among MOBIX LABS, INC., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”): WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide

January 17, 2025 8-K

Other Events, Financial Statements and Exhibits

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): January 17, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

January 17, 2025 EX-4.10

Form of Indenture relating to the Subordinated Debt Securities.

Exhibit 4.10 MOBIX LABS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20[●] Subordinated Debt Securities Table of Contents1 Article 1. DEFINITIONS 1 Section 1.01 Definitions of Terms. 1 Article 2. ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities. 5 Section 2.02 Form of Securities and Trustee’s Certifi

January 17, 2025 S-3

As filed with the Securities and Exchange Commission on January 17, 2025

As filed with the Securities and Exchange Commission on January 17, 2025 Registration Statement No.

January 17, 2025 EX-99.1

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION On December 21, 2023, the parties consummated the merger pursuant to the business combination agreement, dated November 15, 2022 (as amended, supplemented or otherwise modified, the “Business Combination Agreement”), by and among Chavant Capital Acquisition Corp. (“Chavant”), CLAY Merger Sub II, Inc., a Delaware corporation

January 13, 2025 424B3

PROSPECTUS SUPPLEMENT NO. 5 MOBIX LABS, INC. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-278710 January 10, 2025 PROSPECTUS SUPPLEMENT NO. 5 MOBIX LABS, INC. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus supplement amends the prospectus dated July 2, 2024 (as supplemented t

January 13, 2025 424B3

PROSPECTUS SUPPLEMENT NO. 2 MOBIX LABS, INC. UP TO 8,834,533 SHARES OF CLASS A COMMON STOCK

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-281492 January 10, 2025 PROSPECTUS SUPPLEMENT NO. 2 MOBIX LABS, INC. UP TO 8,834,533 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus dated August 29, 2024 (as supplemented to date, the “Prospectus”) of Mobix Labs, Inc. a Delaware corporation (the “Company”), which forms a part of the Com

January 6, 2025 8-K

Submission of Matters to a Vote of Security Holders

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): January 3, 2025 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File N

December 26, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40621 MOBIX LABS, INC. (Exact

December 26, 2024 EX-19.1

Mobix Labs, Inc.’s Insider Trading Policy

Exhibit 19.1

December 26, 2024 EX-4.9

Exhibit 4.9

Exhibit 4.9 DESCRIPTION OF SECURITIES The following summary of the material terms of our securities is not intended to be a complete summary of the rights and preferences of such securities. The full text of our Charter and amendment to the Charter, which together are referred to as the Charter, and Bylaws is included as Exhibit 3.1, Exhibit 3.2, and Exhibit 3.3 respectively, in the Annual Report

December 20, 2024 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

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 19, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

December 20, 2024 EX-99.1

Mobix Labs, Inc. Announces Fourth Quarter and Full Year 2024 Financial Results Revenue up 44% sequentially and significant Gross Margin expansion Acquisition strategy successfully expanding end markets and diversifying offerings Increasing Customer D

Exhibit 99.1 Mobix Labs, Inc. Announces Fourth Quarter and Full Year 2024 Financial Results Revenue up 44% sequentially and significant Gross Margin expansion Acquisition strategy successfully expanding end markets and diversifying offerings Increasing Customer Demand IRVINE, Calif.– December 19, 2024 – Mobix Labs, Inc. (Nasdaq: MOBX) (“Mobix Labs”, “Mobix” or the “Company”), a leader in advanced

December 18, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

December 2, 2024 424B3

PROSPECTUS SUPPLEMENT NO. 3 MOBIX LABS, INC. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-278710 November 29, 2024 PROSPECTUS SUPPLEMENT NO. 3 MOBIX LABS, INC. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus supplement amends the prospectus dated July 2, 2024 (as supplemented

December 2, 2024 424B3

PROSPECTUS SUPPLEMENT NO. 1 MOBIX LABS, INC. UP TO 8,834,533 SHARES OF CLASS A COMMON STOCK

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-281492 November 29, 2024 PROSPECTUS SUPPLEMENT NO. 1 MOBIX LABS, INC. UP TO 8,834,533 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus dated August 29, 2024 (as supplemented to date, the “Prospectus”) of Mobix Labs, Inc. a Delaware corporation (the “Company”), which forms a part of the Co

November 29, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

November 29, 2024 8-K

Financial Statements and Exhibits, Other Events

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): November 25, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

November 29, 2024 EX-99.1

Mobix Labs Announces Strategic Acquisition of Spacecraft Components ~ Strategic move expanding Mobix Labs’ reach in aerospace, defense, and transportation ~ ~ Acquisition expected to increase Revenue and Earnings on Close ~

Exhibit 99.1 Mobix Labs Announces Strategic Acquisition of Spacecraft Components ~ Strategic move expanding Mobix Labs’ reach in aerospace, defense, and transportation ~ ~ Acquisition expected to increase Revenue and Earnings on Close ~ IRVINE, Calif.—(BUSINESS WIRE)—Nov. 25, 2024— Mobix Labs, Inc. (Nasdaq: MOBX), a global innovator in advanced connectivity solutions, today announced it has agreed

November 22, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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): November 18, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

November 14, 2024 SC 13G

MOBX / Mobix Labs, Inc. / ARMISTICE CAPITAL, LLC Passive Investment

SC 13G 1 armistice-mobx093024.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* MOBIX LABS, INC. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securities) 60743G100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check t

October 21, 2024 EX-99.2

Mobix Labs’ Board Members Jimmy Peterson and David Aldrich Praise Company’s Success and Growth in 2024 Following Microsemi Playbook Leads to 426% Revenue Increase Over Prior Fiscal Year

Exhibit 99.2 Mobix Labs’ Board Members Jimmy Peterson and David Aldrich Praise Company’s Success and Growth in 2024 Following Microsemi Playbook Leads to 426% Revenue Increase Over Prior Fiscal Year IRVINE, Calif., Oct. 17, 2024 — Mobix Labs Inc. (Nasdaq: MOBX) (“Mobix Labs”), a leader in advanced connectivity solutions for defense, military and communications applications, led by such industry bo

October 21, 2024 8-K

Results of Operations and Financial Condition, Regulation FD Disclosure, Financial Statements and Exhibits

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): October 15, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

October 21, 2024 EX-99.1

Mobix Labs Achieves 44% Sequential Revenue Growth in Fiscal Q’4 2024 Annual revenue of more than $6.4 million increases 426% compared to fiscal 2023 Acquisition strategy continues to fuel increasing customer demand

Exhibit 99.1 Mobix Labs Achieves 44% Sequential Revenue Growth in Fiscal Q’4 2024 Annual revenue of more than $6.4 million increases 426% compared to fiscal 2023 Acquisition strategy continues to fuel increasing customer demand IRVINE, Calif., October 15, 2024 — Mobix Labs Inc. (Nasdaq: MOBX) (“Mobix Labs”), a leader in advanced connectivity solutions, today announced selected preliminary results

September 30, 2024 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (a

September 30, 2024 EX-99.1

Mobix Labs Submits All Cash Offer to Acquire EMCORE Corporation Synergistic Acquisition would enhance Mobix Labs’ competitive strength in aerospace and defense sector Scales operations and cash flow

Exhibit 99.1 Mobix Labs Submits All Cash Offer to Acquire EMCORE Corporation Synergistic Acquisition would enhance Mobix Labs’ competitive strength in aerospace and defense sector Scales operations and cash flow IRVINE, Calif.-(BUSINESS WIRE)-Sep. 30, 2024- Mobix Labs, Inc. (Nasdaq: MOBX) (“Mobix Labs”, “Mobix” or the “Company”), a leader in advanced wireless and connectivity solutions for the mil

September 30, 2024 8-K

Other Events, Financial Statements and Exhibits

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): September 30, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission Fil

August 29, 2024 424B3

mobix labs, inc. UP TO 8,834,533 SHARES OF CLASS A COMMON STOCK

PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-281492 mobix labs, inc. UP TO 8,834,533 SHARES OF CLASS A COMMON STOCK Pursuant to this prospectus, the selling stockholders identified herein (the “Selling Stockholders”) are offering on a resale basis an aggregate of up to 8,834,533 shares of Class A common stock of Mobix Labs, Inc., par value $0.00001 per share (the “Class A Commo

August 26, 2024 S-1/A

As filed with the Securities and Exchange Commission on August 26, 2024

As filed with the Securities and Exchange Commission on August 26, 2024 No. 333-281492 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 3674 98-1591717 (State or other jurisdiction of Incorporation or organizatio

August 26, 2024 CORRESP

Mobix Labs, Inc. 15420 Laguna Canyon Rd., Suite 100 Irvine, California 92618

Mobix Labs, Inc. 15420 Laguna Canyon Rd., Suite 100 Irvine, California 92618 August 26, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Eranga Dias Re: Mobix Labs, Inc. Amendment No. 1 to the Registration Statement on Form S-1 Filed August 26, 2024 File No. 333-281492 Dear Mr. Dias: Mobix Labs

August 21, 2024 8-K

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): August 21, 2024 MOBIX LABS, INC.

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): August 21, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File N

August 21, 2024 EX-99.1

Mobix Labs Announces Third Quarter 2024 Financial Results Revenue up 80% sequentially and Gross Margin expansion Acquisition strategy successfully expanding end markets and diversifying offerings Increasing Customer Demand

Exhibit 99.1 Mobix Labs Announces Third Quarter 2024 Financial Results Revenue up 80% sequentially and Gross Margin expansion Acquisition strategy successfully expanding end markets and diversifying offerings Increasing Customer Demand IRVINE, Calif.– August 21, 2024 – Mobix Labs, Inc. (Nasdaq: MOBX) (“Mobix Labs”, “Mobix” or the “Company”), a leader in advanced connectivity solutions, today annou

August 14, 2024 424B3

PROSPECTUS SUPPLEMENT NO. 4 MOBIX LABS, INC. 9,500,000 SHARES OF CLASS A COMMON STOCK

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-278451 August 14, 2024 PROSPECTUS SUPPLEMENT NO. 4 MOBIX LABS, INC. 9,500,000 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus dated May 13, 2024 (as supplemented to date, the “Prospectus”) of Mobix Labs, Inc. a Delaware corporation (the “Company”), which forms a part of the Company’s Reg

August 14, 2024 424B3

PROSPECTUS SUPPLEMENT NO. 2 MOBIX LABS, INC. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-278451 August 14, 2024 PROSPECTUS SUPPLEMENT NO. 2 MOBIX LABS, INC. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus supplement amends the prospectus dated July 2, 2024 (as supplemented to

August 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40621 Mobix Labs, Inc. (Exact n

August 12, 2024 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Mobix Labs, Inc.

August 12, 2024 S-1

As filed with the Securities and Exchange Commission on August 12, 2024

As filed with the Securities and Exchange Commission on August 12, 2024 No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 3674 98-1591717 (State or other jurisdiction of Incorporation or organization) (Primary Standard Indu

July 25, 2024 424B3

PROSPECTUS SUPPLEMENT NO. 3 MOBIX LABS, INC. 9,500,000 SHARES OF CLASS A COMMON STOCK

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-278451 July 24, 2024 PROSPECTUS SUPPLEMENT NO. 3 MOBIX LABS, INC. 9,500,000 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus dated May 13, 2024 (as supplemented to date, the “Prospectus”) of Mobix Labs, Inc. a Delaware corporation (the “Company”), which forms a part of the Company’s Regis

July 25, 2024 424B3

PROSPECTUS SUPPLEMENT NO. 1 MOBIX LABS, INC. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-278451 July 24, 2024 PROSPECTUS SUPPLEMENT NO. 1 MOBIX LABS, INC. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus supplement amends the prospectus dated July 2, 2024 (as supplemented to d

July 24, 2024 EX-4.3

Form of Series B Common Warrant, dated July 24, 2024 (incorporated by reference to Exhibit 4.3 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on July 24, 2024).

Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

July 24, 2024 EX-99.1

Mobix Labs Announces $4 Million Private Placement Priced At-the-Market Under Nasdaq Rules

Exhibit 99.1 Mobix Labs Announces $4 Million Private Placement Priced At-the-Market Under Nasdaq Rules IRVINE, Calif.— July 23, 2024, Mobix Labs Inc. (Nasdaq: MOBX), a leader in advanced connectivity solutions, today announced that it has entered into definitive agreements for the issuance and sale of an aggregate of 2,877,698 shares of its Class A common stock (or Class A common stock equivalents

July 24, 2024 EX-10.2

Form of Registration Rights Agreement, dated as of July 22, 2024 (incorporated by reference to Exhibit 10.2 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on July 24, 2024).

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 22, 2024, by and between Mobix Labs, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase

July 24, 2024 EX-10.1

Form of Securities Purchase Agreement, dated as of July 22, 2024 (incorporated by reference to Exhibit 10.1 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on July 24, 2024).

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 22, 2024, between Mobix Labs, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set for

July 24, 2024 8-K

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): July 22, 2024 MOBIX LABS, INC. (E

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): July 22, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Num

July 24, 2024 EX-10.3

Form of Lock-Up Agreement, dated as of July 24, 2024 (incorporated by reference to Exhibit 10.3 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on July 24, 2024).

Exhibit 10.3 LOCK-UP AGREEMENT July 22, 2024 Re: Securities Purchase Agreement, dated as of July 22, 2024 (the “Purchase Agreement”), between Mobix Labs Inc. (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”) Ladies and Gentlemen: Defined terms not otherwise defined in this letter agreement (the “Letter Agreement”) shall have the meanings

July 24, 2024 EX-4.1

Form of Pre-Funded Warrant, dated July 24, 2024 (incorporated by reference to Exhibit 4.1 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on July 24, 2024).

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

July 24, 2024 EX-4.2

Form of Series A Common Warrant, dated July 24, 2024 (incorporated by reference to Exhibit 4.2 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on July 24, 2024).

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

July 24, 2024 EX-4.4

Form of Placement Agent Warrant, dated July 24, 2024 (incorporated by reference to Exhibit 4.4 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on July 24, 2024).

Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

July 3, 2024 424B3

mobix labs, inc. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS

PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-278710 mobix labs, inc. 19,905,953 SHARES OF CLASS A COMMON STOCK 3,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the “Selling Securityhold

June 28, 2024 CORRESP

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June 28, 2024 VIA EDGAR Office of Manufacturing Division of Corporation Finance Securities and Exchange Commission 100 F Street NE Washington, D.

June 28, 2024 CORRESP

Mobix Labs, Inc. 15420 Laguna Canyon Rd., Suite 100 Irvine, California 92618

Mobix Labs, Inc. 15420 Laguna Canyon Rd., Suite 100 Irvine, California 92618 June 28, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Thomas Jones Erin Purnell Re: Mobix Labs, Inc. Amendment No. 1 to the Registration Statement on Form S-1 Filed June 6, 2024 File No. 333-278710 Dear Mr. Jones a

June 11, 2024 EX-99.1

Mobix Labs Announces Mid-Quarter Business Update Projects revenue increase of more than 70% sequential growth to more than $2 million Successful execution of second acquisition in five months

Exhibit 99.1 Mobix Labs Announces Mid-Quarter Business Update Projects revenue increase of more than 70% sequential growth to more than $2 million Successful execution of second acquisition in five months IRVINE, Calif.-(BUSINESS WIRE)-Today, Mobix Labs Inc. (Nasdaq: MOBX), a leader in advanced connectivity solutions, today announced a mid-quarter business update. Keyvan Samini, President and CFO

June 11, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 10, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Num

June 6, 2024 S-1/A

As filed with the Securities and Exchange Commission on June 5, 2024

As filed with the Securities and Exchange Commission on June 5, 2024 No. 333-278710 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 3674 98-1591717 (State or other jurisdiction of Incorporation or organization)

June 5, 2024 CORRESP

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June 5, 2024 VIA EDGAR Office of Manufacturing Division of Corporation Finance Securities and Exchange Commission 100 F Street NE Washington, D.

May 23, 2024 424B3

PROSPECTUS SUPPLEMENT NO. 2 mobix labs, inc. 9,500,000 SHARES OF CLASS A COMMON STOCK

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-278451 May 23, 2024 PROSPECTUS SUPPLEMENT NO. 2 mobix labs, inc. 9,500,000 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus (the “Initial Prospectus”) dated May 13, 2024 (as supplemented to date, the “Prospectus”) of Mobix Labs, Inc. a Delaware corporation (the “Company”), which forms a p

May 23, 2024 8-K

Unregistered Sales of Equity Securities, Other Events

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 21, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Numb

May 17, 2024 424B3

PROSPECTUS SUPPLEMENT NO. 1 MOBIX LABS, INC. 9,500,000 SHARES OF CLASS A COMMON STOCK

Filed Pursuant to Rule 424(b)(3) and Rule 424(c) Registration Statement No. 333-278451 May 16, 2024 PROSPECTUS SUPPLEMENT NO. 1 MOBIX LABS, INC. 9,500,000 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus dated May 13, 2024 (as supplemented to date, the “Prospectus”) of Mobix Labs, Inc. a Delaware corporation (the “Company”), which forms a part of the Company’s Regist

May 16, 2024 424B3

mobix labs, inc. 9,500,000 SHARES OF CLASS A COMMON STOCK

PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-278451 mobix labs, inc. 9,500,000 SHARES OF CLASS A COMMON STOCK This prospectus relates to the offer and sale of up to 9,500,000 shares, or the Purchase Shares, of our Class A common stock, par value $0.00001 per share, or Class A Common Stock, by B. Riley Principal Capital II, LLC, whom we refer to in this prospectus as “B. Riley P

May 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40621 Mobix Labs, Inc. (Exact

May 14, 2024 8-K

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 8, 2024 MOBIX LABS, INC. (Exa

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 8, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Numbe

May 14, 2024 EX-99.1

Mobix Labs, Inc. Announces Second Quarter 2024 Financial Results Quarterly Revenue up more than 300% sequentially Successfully signed definitive agreement to acquire RaGE Systems Acquisition strategy successfully expanding end markets and diversifyin

Exhibit 99.1 Mobix Labs, Inc. Announces Second Quarter 2024 Financial Results Quarterly Revenue up more than 300% sequentially Successfully signed definitive agreement to acquire RaGE Systems Acquisition strategy successfully expanding end markets and diversifying offerings IRVINE, Calif.-(BUSINESS WIRE)- Mobix Labs, Inc. (Nasdaq: MOBX) (“Mobix Labs” or the “Company”), a fabless semiconductor comp

May 14, 2024 EX-99.1

BUSINESS COMBINATION AGREEMENT by and among Mobix Labs, Inc., Mobix Merger Sub III, LLC RaGE Systems, Inc. Dated as of May 8, 2024

Exhibit 99.1 Execution Copy BUSINESS COMBINATION AGREEMENT by and among Mobix Labs, Inc., Mobix Merger Sub III, LLC and RaGE Systems, Inc. Dated as of May 8, 2024 Article I. DEFINITIONS 2 Section 1.01 Certain Definitions 2 Section 1.02 Further Definitions 10 Section 1.03 Construction 12 Article II. transactions 12 Section 2.01 The Merger 12 Section 2.02 Effective Time; Closing 12 Section 2.03 Effe

May 14, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Numb

May 10, 2024 8-K

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 9, 2024 MOBIX LABS, INC. (Exa

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 9, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Numbe

May 10, 2024 EX-99.1

--Acquisition to immediately increase Mobix Labs Revenue and Earnings – Synergies will accelerate breakthrough advancements for wireless communications

Exhibit 99.1 Mobix Labs Announces Strategic Acquisition of RaGE Systems May 9, 2024 -Acquisition to immediately increase Mobix Labs Revenue and Earnings – Synergies will accelerate breakthrough advancements for wireless communications IRVINE, Calif.-(BUSINESS WIRE)-May 9, 2024- Mobix Labs, Inc. (Nasdaq: MOBX), a fabless semiconductor company known for its innovative connectivity solutions, today a

May 10, 2024 CORRESP

Mobix Labs, Inc. 15420 Laguna Canyon Rd., Suite 100 Irvine, California 92618

Mobix Labs, Inc. 15420 Laguna Canyon Rd., Suite 100 Irvine, California 92618 May 10, 2024 Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE Washington, DC 20549 Attention: Mr. Thomas Jones and Ms. Erin Purnell Re: Mobix Labs, Inc. Registration Statement on Form S-1 File No. 333-278451 Dear Mr. Jones and Ms. Purnell: Mobix Labs, Inc. (the “Company”) hereby requests a

May 2, 2024 S-1/A

As filed with the Securities and Exchange Commission on May 1, 2024

As filed with the Securities and Exchange Commission on May 1, 2024 No. 333-278451 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 3674 98-1591717 (State or other jurisdiction of Incorporation or organization) (

May 1, 2024 CORRESP

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May 1, 2024 VIA EDGAR Office of Manufacturing Division of Corporation Finance Securities and Exchange Commission 100 F Street NE Washington, D.

April 29, 2024 SC 13D/A

MOBX / Mobix Labs, Inc. / Ma Jiong - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Mobix Labs, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securities) 60743G 100 (CUSIP Number) Jiong Ma 445 Park Avenue, 9th Floor New York, New York, 10022 (Name, Address and Telephone Number of Person Aut

April 16, 2024 S-1

As filed with the Securities and Exchange Commission on April 15, 2024

As filed with the Securities and Exchange Commission on April 15, 2024 No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 3674 98-1591717 (State or other jurisdiction of Incorporation or organization) (Primary Standard Indus

April 16, 2024 S-8

As filed with the Securities and Exchange Commission on April 15, 2024.

As filed with the Securities and Exchange Commission on April 15, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 3674 98-1591717 (State or other jurisdiction of Incorporation or organization) (Primary

April 16, 2024 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) MOBIX LABS, INC.

April 16, 2024 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Mobix Labs, Inc.

April 2, 2024 S-1

As filed with the Securities and Exchange Commission on April 1, 2024

As filed with the Securities and Exchange Commission on April 1, 2024 No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 3674 98-1591717 (State or other jurisdiction of Incorporation or organization) (Primary Standard Indust

April 2, 2024 EX-3.2

Certificate of Amendment of Certificate of Incorporation (incorporated by reference to Exhibit 3.2 of the Registrant’s Registration Statement on Form S-1 (File No. 333-278451), filed with the SEC on April 2, 2024).

Exhibit 3.2 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF CHAVANT CAPITAL ACQUISITION CORP. Chavant Capital Acquisition Corp., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The certificate of incorporation of the corporation is hereby amended by deleting the text of Article FIRST th

April 2, 2024 EX-2.4

Amendment No. 3 to the Business Combination Agreement, dated as of February 12, 2024, by and among Mobix Labs, Inc. and Mobix Labs Operations, Inc. (incorporated by reference to Exhibit 2.4 to the Registrant’s Registration Statement on Form S-1 (File No. 333.278451), filed with the SEC on April 2, 2024).

Exhibit 2.4 AMENDMENT NO. 3 TO THE BUSINESS COMBINATION AGREEMENT This AMENDMENT NO. 3 (this “Amendment”), dated as of February 12th, 2024, to the Business Combination Agreement, dated as of November 15, 2022 as amended on April 5, 2023 and November 26, 2023 (as so amended, the “Current Agreement”), is by and among Mobix Labs, Inc., a Delaware corporation (f/k/a Chavant Capital Acquisition Corp.)

April 2, 2024 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Mobix Labs, Inc.

March 19, 2024 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): March 18, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Nu

March 19, 2024 EX-99.1

Mobix Labs Secures $100 Million Committed Equity Facility Capital Enhances Financial Flexibility for Future Growth and M&A Strategy

Exhibit 99.1 Mobix Labs Secures $100 Million Committed Equity Facility Capital Enhances Financial Flexibility for Future Growth and M&A Strategy IRVINE, Calif., Mar. 19, 2023— Mobix Labs Inc. (Nasdaq: MOBX) (“Mobix Labs”), a fabless semiconductor company developing disruptive next-generation connectivity solutions that span from wired to next-generation wireless solutions, including 5G, today anno

March 19, 2024 EX-10.2

Registration Rights Agreement, dated as of March 18, 2024, by and between Mobix Labs, Inc. and B. Riley Principal Capital II, LLC (incorporated by reference to Exhibit 10.2 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on March 19, 2024).

Exhibit 10.2 Execution Version REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 18, 2024, is by and between B. Riley Principal Capital II, LLC, a Delaware limited liability company (the “Investor”), and Mobix Labs, Inc., a Delaware corporation (the “Company”). RECITALS A. The Company and the Investor have entered into that certain Common Stock

March 19, 2024 EX-10.1

Common Stock Purchase Agreement, dated as of March 18, 2024, by and between Mobix Labs, Inc. and B. Riley Principal Capital II, LLC (incorporated by reference to Exhibit 10.1 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on March 19, 2024).

Exhibit 10.1 Execution Version COMMON STOCK PURCHASE AGREEMENT Dated as of March 18, 2024 by and between MOBIX LABS, INC. and B. RILEY PRINCIPAL CAPITAL II, LLC Table of Contents Page Article I DEFINITIONS 1 Article II PURCHASE AND SALE OF COMMON STOCK 2 Section 2.1. Purchase and Sale of Stock 2 Section 2.2. Closing Date; Settlement Dates 2 Section 2.3. Initial Public Announcements and Required Fi

March 12, 2024 EX-99.1

Mobix Labs Announces Mid-Quarter Business Update -Mobix Labs projects greater than 250% revenue growth over prior quarter- -Expanding customer base and successful implementation of its merger and acquisition strategy-

Exhibit 99.1 Mobix Labs Announces Mid-Quarter Business Update -Mobix Labs projects greater than 250% revenue growth over prior quarter- -Expanding customer base and successful implementation of its merger and acquisition strategy- IRVINE, Calif. – (BUSINESS WIRE) – Mar. 11, 2024 – Mobix Labs, Inc. (Nasdaq: MOBX), a fabless semiconductor company developing disruptive next-generation connectivity so

March 12, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 11, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File Nu

February 20, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SEC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40621 Mobix Labs, Inc. (Exact nam

February 15, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o

January 24, 2024 424B3

MOBIX LABS, INC. PROSPECTUS FOR 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK OF MOBIX LABS, INC.

Filed Pursuant to Rule 424(b)(3) Registration Nos. 333-271197 and 333-275818 PROSPECTUS SUPPLEMENT NO. 3 (to Proxy Statement/Prospectus dated November 13, 2023) MOBIX LABS, INC. PROSPECTUS FOR 6,000,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK OF MOBIX LABS, INC. This Prospectus Supplement No. 3 (“Supplement No. 3”) is being filed to update and

January 23, 2024 8-K

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): January 22, 2024 MOBIX LABS, INC.

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): January 22, 2024 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

January 23, 2024 EX-99.1

Dear Warrant holder,

Exhibit 99.1 Dear Warrant holder, Reference is hereby made to that certain Warrant Agreement (the “Existing Warrant Agreement”), dated July 19, 2021, by and among Chavant Capital Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“CST”), as modified by that certain Amendment to Warrant Agreement (“Amendment” and the Existing Warrant Agreement, as modified by the Amen

January 23, 2024 EX-10.2

PIPE Warrant, dated December 19, 2023, by and among the Company and Mr. Michael Long.

Exhibit 10.2 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT: (I) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO; (II) AN OPINION OF COUNSEL OR OTHER EVIDENCE REASONABLY SATISFACTORY TO THE COMPANY TH

January 23, 2024 EX-10.1

Subscription Agreement, dated December 19, 2023, by and among the Company and Mr. Michael Long.

  Exhibit 10.1    Execution Copy   SUBSCRIPTION AGREEMENT   Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 Ladies and Gentlemen:   In connection with the proposed business combination (the “Transaction”) between Chavant Capital Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (together with any successor thereto, including af

January 2, 2024 SC 13G

MOBX / Mobix Labs, Inc. / Sage Hill Investors, LLC - SC 13G Passive Investment

SC 13G 1 tm2333981d4sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Mobix Labs, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 60743G 100 (CUSIP Number) December 21, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

January 2, 2024 SC 13D

MOBX / Mobix Labs, Inc. / Peterson James J - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Mobix Labs, Inc. (Name of Issuer) Common stock, par value $0.00001 per share (Title of Class of Securities) 60743G 100 (CUSIP Number) Keyvan Samini Chief Financial Officer Mobix Labs, Inc. 15420 Laguna Canyon Rd., Suite 100 Irvine, California 92618 (949) 7

January 2, 2024 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 tm2333981d4ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13G to which this Joint Filing Agreement is attached and have duly executed this Joint Filing Agre

January 2, 2024 SC 13D

MOBX / Mobix Labs, Inc. / Chavant Capital Partners LLC - SC 13D Activist Investment

SC 13D 1 tm2333981d2sc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Mobix Labs, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securities) 60743G 100 (CUSIP Number) Jiong Ma 445 Park Avenue, 9th Floor New York, New York, 10022 (Name, Address

December 28, 2023 EX-10.3

Form of Indemnification Agreement (incorporated by reference to Exhibit 10.3 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 10.3 Execution Version INDEMNIFICATION And Advancement AGREEMENT This Indemnification and Advancement Agreement (as amended or amended and restated, this “Agreement”) is made as of December 21, 2023 (the “Effective Date”) by and between Mobix Labs, Inc. (the “Company”), and [ ● ], [ ● ] of the Company (“Indemnitee”). WITNESSETH THAT: WHEREAS, the Board of Directors of the Company (the “Boa

December 28, 2023 EX-3.2

Bylaws of Mobix Labs, Inc. (incorporated by reference to Exhibit 3.2 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

  Exhibit 3.2   BYLAWS  OF  MOBIX LABS, INC.   ARTICLE I   Meetings of Stockholders   Section 1.1      Annual Meetings. If required by applicable law, an annual meeting of stockholders shall be held for the election of directors at such date, time and place, if any, either within or without the State of Delaware, as may be designated by resolution or resolutions of the Board of Directors (the “Boa

December 28, 2023 EX-99.3

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Capitalized terms included below but not defined in this Exhibit 99.3 shall have the same meanings ascribed to them in the Current Report on Form 8-K (the “Form 8-K”) filed with the Securities and Exchange Commission (the “SEC”) on December 28, 2023 and, if not defined in the Form 8-K, the final prospectus and definitive pro

December 28, 2023 EX-99.4

EMI SOLUTIONS, INC. Unaudited Condensed Interim Financial Statements

Exhibit 99.4 EMI SOLUTIONS, INC. Unaudited Condensed Interim Financial Statements Page Condensed Balance Sheets as of September 30, 2023 and June 30, 2023 (unaudited) 2 Condensed Statements of Operations and Comprehensive Income (Loss) for the three months ended September 30, 2023 and September 30, 2022 (unaudited) 3 Condensed Statements of Shareholders’ Equity for the three months ended September

December 28, 2023 EX-99.1

Risk Factors

Exhibit 99.1 Risk Factors Unless otherwise indicated or the context otherwise requires, all references in this Exhibit 99.1 shall have the meanings ascribed to them in the Current Report on Form 8-K (the “Form 8-K”) filed with the Securities and Exchange Commission (the “SEC”) on December 28, 2023 and, if not defined in the Form 8-K, the final prospectus and definitive proxy statement dated Novemb

December 28, 2023 EX-2.4

Agreement and Plan of Merger, dated as of September 26, 2022, by and among Mobix Labs, Inc., Mobix Merger Sub I, Inc., Mobix Merger Sub II, LLC, EMI Solutions, Inc., Yden Holdings, LLC, Robert Ydens and Julie Ydens (incorporated by reference to Exhibit 2.4 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 2.4 Execution Copy Agreement and Plan of Merger by and among Mobix Labs, Inc., Mobix Merger Sub I, Inc., Mobix Merger Sub II, LLC, EMI Solutions, Inc., the Shareholder named herein and the Owners named herein Dated as of September 26, 2022 Table of Contents Page Article I the mergerS 2 Section 1.1. The Mergers 2 Section 1.2. Closing 2 Section 1.3. Effective Times 2 Section 1.4. Effects of

December 28, 2023 EX-10.2

Amended and Restated Registration Rights and Lock-Up Agreement, dated December 21, 2023, by and among Mobix Labs, Inc. and the other parties thereto (incorporated by reference to Exhibit 10.2 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 10.2 Execution Version AMENDED AND RESTATED REGISTRATION RIGHTS AND LOCK-UP AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (this “Agreement”), dated as of December 21, 2023, is made and entered into by and among Mobix Labs, Inc., a Delaware corporation f/k/a Chavant Capital Acquisition Corp., (the “Company”), Chavant Capital Partners LLC, a Delaware limited l

December 28, 2023 EX-99.2

Report of Independent Registered Public Accounting Firm

Exhibit 99. 2 Mobix Labs Operations, Inc. (formerly known as Mobix Labs, Inc.) Audited Financial Statements Years Ended September 30, 2023 and 2022 Report of Independent Registered Public Accounting Firm 2 Balance Sheets as of September 30, 2023 and 2022 3 Statements of Operations and Comprehensive Loss for the years ended September 30, 2023 and 2022 4 Statements of Redeemable Convertible Preferre

December 28, 2023 EX-14.1

Mobix Labs, Inc. Code of Business Conduct and Ethics.

Exhibit 14.1 Mobix Labs, Inc. Code Of Business Conduct And Ethics Adopted on December 21, 2023 (the “Effective Date”) 1. Purpose Mobix Labs, Inc.. (collectively with its subsidiaries, the “Company”) is committed to promoting high standards of honest and ethical business conduct and compliance with applicable laws, rules and regulations. As part of this commitment, the Company has adopted this Code

December 28, 2023 EX-3.1

Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF CHAVANT CAPITAL ACQUISITION CORP. I, the undersigned, for the purposes of incorporating and organizing a corporation under the General Corporation Law of the State of Delaware, do hereby execute this certificate of incorporation and do hereby certify as follows: FIRST. The name of the corporation is Chavant Capital Acquisition Corp. (the “Corporation”).

December 28, 2023 EX-4.4

Amendment to the Warrant Agreement, dated December 21, 2023, by and between Chavant and Continental Stock Transfer & Trust Company, as warrant agent (incorporated by reference to Exhibit 4.4 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 4.4 AMENDMENT TO WARRANT AGREEMENT This AMENDMENT TO THE WARRANT AGREEMENT (this “Agreement”) is dated as of December 21, 2023, by and between Chavant Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”). WHEREAS, the Company and the Warrant Agent are part

December 28, 2023 EX-2.5

Amendment No. 1 to the Agreement and Plan of Merger, dated as of November 28, 2023, by and among Mobix Labs, Inc., Mobix Merger Sub I, Inc., Mobix Merger Sub II, LLC, EMI Solutions, Inc., Yden Holdings, LLC, Robert Ydens and Julie Ydens (incorporated by reference to Exhibit 2.5 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 2.5 EXECUTION VERSION AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF MERGER This Amendment No. 1 to the Agreement and Plan of Merger (this “Amendment”), dated as of November 28, 2023, to the Agreement and Plan of Merger, dated as of September 26, 2022 (the “Original Agreement”), is by and among (i) Mobix Labs, Inc., a Delaware corporation (“Parent”); (ii) Mobix Merger Sub I, Inc., a Delaware

December 28, 2023 EX-10.5

Mobix Labs, Inc. 2023 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.5 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 10.5 MOBIX LABS, INC. 2023 EMPLOYEE STOCK PURCHASE PLAN ARTICLE I. PURPOSE The purpose of this Plan is to assist Eligible Employees of the Company and its Designated Subsidiaries in acquiring a stock ownership interest in the Company. The Plan consists of two components: (i) the Section 423 Component and (ii) the Non-Section 423 Component. The Section 423 Component is intended to qualify a

December 28, 2023 EX-4.1

Specimen Class A Common Stock Certificate (incorporated by reference to Exhibit 4.1 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 4.1 NUMBER NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 60743G 100 Mobix Labs, Inc. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.00001 EACH OF THE CLASS A COMMON STOCK OF MOBIX LABS, INC. (THE “COMPANY”) transferable on the books of the Company in perso

December 28, 2023 EX-16.1

Letter from BDO USA, P.C. to the U.S. Securities and Exchange Commission, dated December 27, 2023.

Exhibit 16.1 Tel: 212-885-8192 Fax: 212-885-8000 www.bdo.com 200 Park Avenue New York, NY 10017 December 27, 2023 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on December 27, 2023, to be filed by our former client, Chavant Capital Acquisition Corp. We agree with th

December 28, 2023 EX-10.4

Mobix Labs, Inc. 2023 Equity Incentive Plan (incorporated by reference to Exhibit 10.4 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 10.4 MOBIX LABS, INC. 2023 EQUITY INCENTIVE PLAN MOBIX LABS, INC. 2023 EQUITY INCENTIVE PLAN 1. Purpose D-1 2. Definitions D-1 3. Administration D-5 4. Shares Subject to Plan D-6 5. Eligibility D-7 6. Specific Terms of Awards D-7 7. Certain Provisions Applicable to Awards D-13 8. Change in Control D-15 9. General Provisions D-16 MOBIX LABS, INC. 2023 EQUITY INCENTIVE PLAN 1.      Purpose.

December 28, 2023 EX-4.2

Specimen Warrant Certificate (incorporated by reference to Exhibit 4.2 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 4.2 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW MOBIX LABS, INC. Incorporated Under the Laws of the State of Delaware CUSIP 60743G 118 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the registered ho

December 28, 2023 EX-99.6

Mobix Labs, Inc. Executive Officer Clawback Policy Approved by the Board of Directors on December 21, 2023 (the “Adoption Date”)

Exhibit 99.6 Mobix Labs, Inc. Executive Officer Clawback Policy Approved by the Board of Directors on December 21, 2023 (the “Adoption Date”) I. Purpose This Executive Officer Clawback Policy describes the circumstances under which Covered Persons of Mobix Labs, Inc. and any of its direct or indirect subsidiaries (the “Company”) will be required to repay or return Erroneously-Awarded Compensation

December 28, 2023 8-K

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 21, 2023 MOBIX LABS, INC

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 21, 2023 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 98-1591717 (State or other jurisdiction of incorporation) (Commission File

December 28, 2023 EX-21.1

List of Subsidiaries (incorporated by reference to Exhibit 21.1 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 21.1 Mobix Labs, Inc. List of Subsidiaries Name of Subsidiary State of Jurisdiction of Incorporation Mobix Labs Operations, Inc. Delaware EMI Solutions, LLC California

December 28, 2023 EX-99.5

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF MOBIX LABS

Exhibit 99.5 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF MOBIX LABS Unless otherwise indicated or the context otherwise requires, all references in this Exhibit 99.5 shall have the meanings ascribed to them in the Current Report on Form 8-K (the “Form 8-K”) filed with the Securities and Exchange Commission (the “SEC”) on December 28, 2023 and, if not de

December 28, 2023 EX-10.29

Amendment to Business Combination Marketing Agreement, dated December 21, 2023, by and among Chavant, Roth Capital Partners, LLC and Craig-Hallum Capital Group LLC (incorporated by reference to Exhibit 10.29 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 28, 2023).

Exhibit 10.29 Roth Capital Partners, LLC Craig-Hallum Capital Group LLC 888 San Clemente Drive 222 South Ninth Street, Suite 350 Newport Beach, CA 92660 Minneapolis, MN 55402 December 21, 2023 Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 Ladies and Gentlemen: Reference is made to that certain Business Combination Marketing Agreement (the “Agreement”), by and amon

December 26, 2023 EX-10.3

Sponsor Letter Agreement, dated December 20, 2023, by and among Chavant Capital Acquisition Corp., Mobix Labs, Inc. and Chavant Capital Partners (incorporated by reference to Exhibit 10.3 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 26, 2023).

Exhibit 10.3 December 20, 2023 Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 Re: Subscription Agreement Ladies and Gentlemen: Reference is made to that certain Subscription Agreement (the “Subscription Agreement”), dated as of December 19, 2023, by and among Chavant Capital Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (t

December 26, 2023 EX-99.1

Mobix Labs, Inc. Closes Business Combination with Chavant Capital Acquisition Corp., Becomes Publicly Traded - Trading to Commence on Nasdaq Under Ticker Symbol “MOBX” on Friday, December 22, 2023 -

Exhibit 99.1 Mobix Labs, Inc. Closes Business Combination with Chavant Capital Acquisition Corp., Becomes Publicly Traded - Trading to Commence on Nasdaq Under Ticker Symbol “MOBX” on Friday, December 22, 2023 - IRVINE, Calif., December 21, 2023 – Mobix Labs, Inc. (“Mobix Labs” or the “Company”), a fabless semiconductor company developing disruptive next-generation connectivity technologies for 5G

December 26, 2023 EX-10.1

Subscription Agreement, dated December 19, 2023, by and among Chavant Capital Acquisition Corp., Mobix Labs, Inc. and Chavant Capital Partners LLC (incorporated by reference to Exhibit 10.1 to Mobix Labs, Inc.’s Current Report on Form 8-K on December 26, 2023).

Exhibit 10.1 SUBSCRIPTION AGREEMENT Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 Ladies and Gentlemen: In connection with the proposed business combination (the “Transaction”) between Chavant Capital Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (together with any successor thereto, including after the Domestication (as

December 26, 2023 EX-10.8

Non-Redemption Warrant, dated December 20, 2023, between Mobix Labs, Inc. and a shareholder of Chavant (incorporated by reference to Exhibit 10.8 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 26, 2023).

Exhibit 10.8 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT: (I) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO; (II) AN OPINION OF COUNSEL OR OTHER EVIDENCE REASONABLY SATISFACTORY TO THE COMPANY TH

December 26, 2023 EX-10.2

Warrant to Purchase Shares of Common Stock, dated December 20, 2023, by and between Mobix Labs, Inc. and Chavant Capital Partners LLC (incorporated by reference to Exhibit 10.2 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 26, 2023).

Exhibit 10.2 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT: (I) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO; (II) AN OPINION OF COUNSEL OR OTHER EVIDENCE REASONABLY SATISFACTORY TO THE COMPANY TH

December 26, 2023 EX-10.5

Form of Converted Additional Warrant to Purchase Shares of Common Stock of Mobix Labs, Inc. (incorporated by reference to Exhibit 10.5 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 26, 2023).

Exhibit 10.5 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT: (I) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO; (II) AN OPINION OF COUNSEL OR OTHER EVIDENCE REASONABLY SATISFACTORY TO THE COMPANY TH

December 26, 2023 EX-10.7

Non-Redemption Agreement, dated December 20, 2023, by and among Chavant Capital Acquisition Corp., Mobix Labs, Inc. and a shareholder of Chavant (incorporated by reference to Exhibit 10.7 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 26, 2023).

Exhibit 10.7 EXECUTION VERSION NON-REDEMPTION AGREEMENT This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of December 20, 2023, is made by and among Chavant Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), Mobix Labs, Inc., a Delaware corporation (“Mobix Labs”), and the Backstop Investor (as defined below). WHEREAS, the Company is a special purpose acquisition

December 26, 2023 EX-10.6

Form of Non-Converted Additional Warrant to Purchase Shares of Common Stock of Mobix Labs, Inc. (incorporated by reference to Exhibit 10.6 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 26, 2023).

Exhibit 10.6 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT: (I) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO; (II) AN OPINION OF COUNSEL OR OTHER EVIDENCE REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATI

December 26, 2023 8-K

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 19, 2023 MOBIX LABS, INC

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 19, 2023 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40621 85-2324794 (State or other jurisdiction of incorporation) (Commission File

December 26, 2023 EX-10.4

Form of Additional PIPE Subscription Agreement (incorporated by reference to Exhibit 10.4 to Mobix Labs, Inc.’s Current Report on Form 8-K filed on December 26, 2023).

Exhibit 10.4 FORM OF SUBSCRIPTION AGREEMENT Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 Ladies and Gentlemen: In connection with the proposed business combination (the “Transaction”) between Chavant Capital Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (together with any successor thereto, including after the Domesticat

December 19, 2023 EX-10.2

Warrant to Purchase Shares of Common Stock, dated December 14, 2023, by and between Mobix Labs, Inc. and Sage Hill Investors, LLC.

Exhibit 10.2 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT: (I) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO; (II) AN OPINION OF COUNSEL OR OTHER EVIDENCE REASONABLY SATISFACTORY TO THE COMPANY TH

December 19, 2023 EX-10.1

Subscription Agreement, effective as of December 18, 2023, by and among Chavant Capital Acquisition Corp., Mobix Labs, Inc. and Sage Hill Investors, LLC (incorporated by reference to Exhibit 10.1 to Chavant’s Current Report on Form 8-K filed on December 19, 2023).

Exhibit 10.1 Execution Copy SUBSCRIPTION AGREEMENT Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 Ladies and Gentlemen: In connection with the proposed business combination (the “Transaction”) between Chavant Capital Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (together with any successor thereto, including after the Dom

December 19, 2023 8-K

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 14, 2023 CHAVANT CAPITAL

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 14, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

December 19, 2023 EX-10.3

Form of Subscription Agreement, by and among Chavant Capital Acquisition Corp., Mobix Labs, Inc. and Chavant Capital Partners LLC.

Exhibit 10.3 FORM OF SUBSCRIPTION AGREEMENT Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 Ladies and Gentlemen: In connection with the proposed business combination (the “Transaction”) between Chavant Capital Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (together with any successor thereto, including after the Domesticat

December 19, 2023 425

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 14, 2023 CHAVANT CAPITAL

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 14, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

December 19, 2023 EX-10.1

Subscription Agreement, effective as of December 18, 2023, by and among Chavant Capital Acquisition Corp., Mobix Labs, Inc. and Sage Hill Investors, LLC.

Exhibit 10.1 Execution Copy SUBSCRIPTION AGREEMENT Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 Ladies and Gentlemen: In connection with the proposed business combination (the “Transaction”) between Chavant Capital Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (together with any successor thereto, including after the Dom

December 19, 2023 EX-10.2

Warrant to Purchase Shares of Common Stock, dated December 14, 2023, by and between Mobix Labs, Inc. and Sage Hill Investors, LLC (incorporated by reference to Exhibit 10.2 to Chavant’s Current Report on Form 8-K filed on December 19, 2023).

Exhibit 10.2 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT: (I) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO; (II) AN OPINION OF COUNSEL OR OTHER EVIDENCE REASONABLY SATISFACTORY TO THE COMPANY TH

December 19, 2023 EX-10.3

Form of Subscription Agreement, by and among Chavant Capital Acquisition Corp., Mobix Labs, Inc. and Chavant Capital Partners LLC.

Exhibit 10.3 FORM OF SUBSCRIPTION AGREEMENT Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 Ladies and Gentlemen: In connection with the proposed business combination (the “Transaction”) between Chavant Capital Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (together with any successor thereto, including after the Domesticat

December 18, 2023 425

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 18, 2023 CHAVANT CAPITAL

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 18, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

December 18, 2023 8-K

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 18, 2023 CHAVANT CAPITAL

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 18, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

December 14, 2023 8-K

Other Events, Submission of Matters to a Vote of Security Holders

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 14, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

December 14, 2023 425

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 14, 2023 CHAVANT CAPITAL

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 14, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

December 12, 2023 424B3

CHAVANT CAPITAL ACQUISITION CORP. PROSPECTUS FOR 32,406,330 SHARES OF CLASS A COMMON STOCK (INCLUDING SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS) AND 6,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK OF CHAVANT CAPITAL ACQUISITION

Filed Pursuant to Rule 424(b)(3) Registration No. 333-271197 PROXY STATEMENT/PROSPECTUS SUPPLEMENT NO. 2 (to Proxy Statement/Prospectus dated November 13, 2023) CHAVANT CAPITAL ACQUISITION CORP. PROSPECTUS FOR 32,406,330 SHARES OF CLASS A COMMON STOCK (INCLUDING SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS) AND 6,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK OF CHAVANT CAPITAL

December 12, 2023 425

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 12, 2023 CHAVANT CAPITAL

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 12, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

December 12, 2023 8-K

Other Events

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 12, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

November 30, 2023 425

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): November 26, 2023 CHAVANT CAPITAL

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): November 26, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

November 30, 2023 424B3

CHAVANT CAPITAL ACQUISITION CORP. PROSPECTUS FOR 32,406,330 SHARES OF CLASS A COMMON STOCK (INCLUDING SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS) AND 6,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK OF CHAVANT CAPITAL ACQUISITION

Filed Pursuant to Rule 424(b)(3) Registration No. 333-271197 PROXY STATEMENT/PROSPECTUS SUPPLEMENT NO. 1 (to Proxy Statement/Prospectus dated November 13, 2023) CHAVANT CAPITAL ACQUISITION CORP. PROSPECTUS FOR 32,406,330 SHARES OF CLASS A COMMON STOCK (INCLUDING SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS) AND 6,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK OF CHAVANT CAPITAL

November 30, 2023 EX-10.1

Promissory Note, dated November 30, 2023.

Exhibit 10.1 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO

November 30, 2023 EX-2.1

Amendment No. 2 to the Business Combination Agreement, dated as of November 26, 2023, by and among Chavant, Merger Sub and Mobix Labs, Inc. (incorporated by reference to Exhibit 2.1 to Chavant’s Current Report on Form 8-K filed on November 30, 2023).

Exhibit 2.1 AMENDMENT NO. 2 TO THE BUSINESS COMBINATION AGREEMENT This AMENDMENT NO. 2 (this “Amendment”), dated as of November 26, 2023, to the Business Combination Agreement, dated as of November 15, 2022, as amended by that certain Amendment No. 1 to the Business Combination Agreement, dated as of April 7, 2023 (as so amended, the “Current Agreement”), is by and among Chavant Capital Acquisitio

November 30, 2023 EX-FILING FEES

Calculation of Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Table Form S-4 (Form Type) Chavant Capital Acquisition Corp.

November 30, 2023 EX-10.1

Promissory Note, dated November 30, 2023.

Exhibit 10.1 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO

November 30, 2023 EX-99.1

Supplemental Disclosures to the Proxy Statement/Prospectus

Exhibit 99.1 Supplemental Disclosures to the Proxy Statement/Prospectus The following disclosures supplement the disclosures contained in the Proxy Statement/Prospectus and should be read in conjunction with the disclosures contained in the Proxy Statement/Prospectus, which in turn should be read in its entirety. All page references are to the Proxy Statement/Prospectus, and terms used below, unle

November 30, 2023 S-4MEF

As filed with the Securities and Exchange Commission on November 30, 2023

As filed with the Securities and Exchange Commission on November 30, 2023 Registration No.

November 30, 2023 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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): November 26, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpor

November 30, 2023 EX-2.1

Amendment No. 2 to the Business Combination Agreement, dated as of November 26, 2023, by and among Chavant Capital Acquisition Corp., CLAY Merger Sub II, Inc. and Mobix Labs, Inc.

Exhibit 2.1 AMENDMENT NO. 2 TO THE BUSINESS COMBINATION AGREEMENT This AMENDMENT NO. 2 (this “Amendment”), dated as of November 26, 2023, to the Business Combination Agreement, dated as of November 15, 2022, as amended by that certain Amendment No. 1 to the Business Combination Agreement, dated as of April 7, 2023 (as so amended, the “Current Agreement”), is by and among Chavant Capital Acquisitio

November 30, 2023 EX-99.1

Supplemental Disclosures to the Proxy Statement/Prospectus

Exhibit 99.1 Supplemental Disclosures to the Proxy Statement/Prospectus The following disclosures supplement the disclosures contained in the Proxy Statement/Prospectus and should be read in conjunction with the disclosures contained in the Proxy Statement/Prospectus, which in turn should be read in its entirety. All page references are to the Proxy Statement/Prospectus, and terms used below, unle

November 21, 2023 425

Mobix Labs, Inc. and Chavant Capital Acquisition Corp. Announce Effectiveness of Registration Statement on Form S-4 Extraordinary General Meeting of Chavant Shareholders to Approve Proposed Business Combination Set for December 14, 2023

Filed by Chavant Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Chavant Capital Acquisition Corp. Commission File No. 333-271197 Date: November 21, 2023 Mobix Labs, Inc. and Chavant Capital Acquisition Corp. Announce Effectiveness of Registration Statement on Form S-4 Extraordinary General Meeting of Chavant Shareholders to Approve Proposed Busines

November 15, 2023 424B3

PROXY STATEMENT FOR THE EXTRAORDINARY GENERAL MEETING OF CHAVANT CAPITAL ACQUISITION CORP. PROSPECTUS FOR 27,005,275 SHARES OF CLASS A COMMON STOCK (INCLUDING SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS) AND 6,000,000 WARRANTS TO PURCHASE SHAR

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(3)  Registration No. 333-271197 PROXY STATEMENT FOR THE EXTRAORDINARY GENERAL MEETING OF CHAVANT CAPITAL ACQUISITION CORP. PROSPECTUS FOR 27,005,275 SHARES OF CLASS A COMMON STOCK (INCLUDING SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS) AND 6,000,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK OF CHAVANT CAPITAL ACQUISITION CORP. (AFTE

November 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Chavant Capital Acquisition Corp. (Exact name of regist

November 13, 2023 S-4/A

As filed with the Securities and Exchange Commission on November 13, 2023

Table of Contents As filed with the Securities and Exchange Commission on November 13, 2023 Registration No.

November 13, 2023 CORRESP

Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022

Chavant Capital Acquisition Corp. 445 Park Avenue, 9th Floor New York, NY 10022 November 13, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Beverly Singleton, Jean Yu, Jenny O’Shanick, Asia Timmons-Pierce Re: Acceleration Request for Chavant Capital Acquisition Corp. Registration Statement on

November 13, 2023 CORRESP

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November 13, 2023 Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.

November 13, 2023 CORRESP

*      *      *

November 13, 2023 Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.

November 13, 2023 EX-FILING FEES

Calculation of Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Table Form S-4 (Form Type) Chavant Capital Acquisition Corp.

November 3, 2023 EX-10.15

Amended and Restated Executive Employment Term Sheet between Fabian Battaglia and Mobix Labs, Inc. (included as Exhibit 10.15 to the proxy statement/prospectus, which is a part of the Company’s Registration Statement on Form S-4 filed on November 13, 2023, and incorporated herein by reference).

Exhibit 10.15 EXECUTION VERSION AMENDED AND RESTATED EXECUTIVE EMPLOYMENT TERM SHEET This binding amended and restated executive employment term sheet (the “Amended Employment Term Sheet”) amends and restates, in its entirety, the terms of that certain Executive Employment Term Sheet, dated November 15, 2022 (the “Existing Term Sheet”), by and between Fabrizio Battaglia (the “Executive”) and Mobix

November 3, 2023 EX-10.14

Amended and Restated Executive Employment Agreement between Fabian Battaglia and Mobix Labs, Inc. (included as Exhibit 10.14 to the proxy statement/prospectus, which is a part of the Company’s Registration Statement on Form S-4 filed on November 13, 2023, and incorporated herein by reference).

Exhibit 10.14 AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), is effective as of September 5, 2020, (the “Effective Date”) is made and entered by and between Mobix Labs, Inc., a Delaware corporation (the “Company”), and Fabrizio Battaglia (the “Executive”). WITNESSETH: WHEREAS, the Executive has been appointed as the Company’s Chief Execu

November 3, 2023 EX-10.17

Amended and Restated Executive Employment Term Sheet between Keyvan Samini and Mobix Labs, Inc. (included as Exhibit 10.17 to the proxy statement/prospectus, which is a part of the Company’s Registration Statement on Form S-4 filed on November 13, 2023, and incorporated herein by reference).

Exhibit 10.17 EXECUTION VERSION AMENDED AND RESTATED EXECUTIVE EMPLOYMENT TERM SHEET This binding amended and restated executive employment term sheet (the “Amended Employment Term Sheet”) amends and restates, in its entirety, the terms of that certain Executive Employment Term Sheet, dated November 15, 2022 (the “Existing Term Sheet”), by and between Keyvan Samini (the “Executive”) and Mobix Labs

November 3, 2023 S-4/A

As filed with the Securities and Exchange Commission on November 2, 2023

Table of Contents As filed with the Securities and Exchange Commission on November 2, 2023 Registration No.

November 3, 2023 EX-10.16

Amended and Restated Executive Employment Agreement between Keyvan Samini and Mobix Labs, Inc. (included as Exhibit 10.16 to the proxy statement/prospectus, which is a part of the Company’s Registration Statement on Form S-4 filed on November 13, 2023, and incorporated herein by reference).

Exhibit 10.16 AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), is effective as of September 5, 2020, (the “Effective Date”) is made and entered by and between Mobix Labs, Inc., a Delaware corporation (the “Company”), and Keyvan Samini (the “Executive”). WITNESSETH: WHEREAS, the Executive has been appointed as the Company’s Chief Financial

November 3, 2023 EX-4.5

Form of Amendment to the Warrant Agreement, by and between Chavant and Continental Stock Transfer & Trust Company, as warrant agent.

Exhibit 4.5 FORM OF AMENDMENT TO WARRANT AGREEMENT This AMENDMENT TO THE WARRANT AGREEMENT (this “Agreement”) is dated as of [], 2023, by and between Chavant Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”). WHEREAS, the Company and the Warrant Agent are parti

November 3, 2023 EX-FILING FEES

Calculation of Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Table Form S-4 (Form Type) Chavant Capital Acquisition Corp.

November 2, 2023 CORRESP

* * *

November 2, 2023 Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.

October 24, 2023 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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): October 18, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpora

September 26, 2023 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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): September 20, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorpo

August 30, 2023 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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): August 24, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorporat

August 24, 2023 8-K

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): August 18, 2023 CHAVANT CAPITAL A

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): August 18, 2023 CHAVANT CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40621 98-1591717 (State or other jurisdiction of incorporat

August 18, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Chavant Capital Acquisition Corp. (Exact name of registrant

August 18, 2023 EX-3.1

Amended and Restated Memorandum and Articles of Association.

Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Chavant Capital Acquisition Corp. (ROC # 373237) (the “Company”) TAKE NOTICE that by minutes of an extraordinary general meeting of the Company dated 18 July 2023, the following special resolutions were passed: 1. “RESOLVED, as a special resolution that the Amended and Restated Memorandu

August 14, 2023 NT 10-Q

PART I — REGISTRANT INFORMATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION SEC FILE NUMBER WASHINGTON, DC 20549 001-40621 CUSIP NUMBER FORM 12b-25 G2058L103 NOTIFICATION OF LATE FILING (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: June 30, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

August 11, 2023 EX-3.1

Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 to Amendment No. 1 to the Registration Statement on Form S-4 filed by the Company on August 11, 2023).

Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Chavant Capital Acquisition Corp. (ROC # 373237) (the “Company”) TAKE NOTICE that by minutes of an extraordinary general meeting of the Company dated 18 July 2023, the following special resolutions were passed: 1. “RESOLVED, as a special resolution that the Amended and Restated Memorandu

August 11, 2023 EX-FILING FEES

Calculation of Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Table Form S-4 (Form Type) Chavant Capital Acquisition Corp.

August 11, 2023 CORRESP

* * *

August 11, 2023 Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.

August 11, 2023 S-4/A

As filed with the Securities and Exchange Commission on August 11, 2023

Table of Contents As filed with the Securities and Exchange Commission on August 11, 2023 Registration No.

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