SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Premo Lauren Ashley (Last) (First) (Middle) C/O VIRTUIX HOLDINGS INC. 11500 METRIC BLVD, SUITE 430 (Street) AUSTIN TX 78758 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/22/2026	3. Issuer Name and Ticker or Trading Symbol Virtuix Holdings Inc. [ VTIX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Head of Marketing	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A common stock, par value $0.001 per share	132,500(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	(2)	01/24/2035	Class A common stock	35,000(3)	$1.66	D

Explanation of Responses:

1. Represents (i) the shares underlying the 17,500 stock options that vested and became exercisable on November 27, 2025 and (ii) 115,000 restricted stock units granted to the reporting person on October 9, 2025, pursuant to the Company's 2025 Omnibus Plan (the "2025 Omnibus Plan"). Twenty-five percent (25%) of the restricted stock units (28,750 units) vest on October 9, 2026, with the remaining seventy-five percent (75%) vesting in equal quarterly installments thereafter, subject to the reporting person's continued service with the Company through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of Class A common stock of the Company.

2. Fifty percent (50%) of the options vested and became exercisable on November 27, 2025. The balance vests and becomes exercisable in a single installment on November 27, 2026.

3. Represents stock options to purchase 35,000 shares of Class A common stock granted to the reporting person in January 2025 pursuant to the Company's 2025 Long Term Incentive Plan (the "2025 LTIP"). Fifty percent (50%) of the options (17,500 options) vested and became exercisable on November 27, 2025, with the remaining fifty percent (50%) vesting and becoming exercisable in a single installment on November 27, 2026, subject to the reporting person's continued service with the Company through each applicable vesting date.

	/s/ Lauren Premo	02/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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