Spire Global Inc
For the period ended Dec 31, 2023. Filed Mar 6, 2024.
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FY2023 · Filed Mar 6, 2024
SPIR$9.35-1.2%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
Item 15. Exhibits, Financial Statement Schedules
The following documents are filed as part of this Annual Report on Form 10-K:
(1) Consolidated Financial Statements: Our consolidated financial statements are listed in the “Index to Consolidated Financial Statements” under Part II, Item 8 of this Annual Report on Form 10-K.
(2) Financial Statement Schedules: All financial statement schedules are omitted because the information called for is not required or is shown in the consolidated financial statements or in the notes thereto.
(3) Exhibits: The documents listed below are incorporated by reference or are filed with this Annual Report on Form 10-K, in each case as indicated below.
Exhibit Index
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File No. | Exhibit | Filing Date |
| 2.1 | Business Combination Agreement, dated as of February 28, 2021, by and among the registrant, NavSight Merger Sub Inc., Spire Global Subsidiary, Inc., Peter Platzer, Theresa Condor, Joel Spark, and Jeroen Cappaert | S-4/A | 333-256112 | Annex A | July 16, 2021 |
| 2.2 | Arrangement Agreement and Plan of Arrangement, dated as of September 13, 2021, by and among the registrant, exactEarth Ltd. And Spire Global Canada Acquisition Corp., as amended October 15, 2021 | 10-Q | 001-39493 | 2.1 | November 10, 2021 |
| 3.1 | Certificate of Incorporation of Spire Global, Inc. | S-1 | 333-259733 | 3.1 | September 23, 2021 |
| 3.2 | Certificate of Amendment to Certificate of Incorporation of Spire Global, Inc., dated August 30, 2023 | 8-K | 001-39493 | 3.1 | August 30, 2023 |
| 3.3 | Bylaws of Spire Global, Inc. | S-1 | 333-259733 | 3.2 | September 23, 2021 |
| 4.1 | Specimen Class A Common Stock Share Certificate | 8-K | 001-39493 | 4.1 | August 20, 2021 |
| 4.2 | Form of Blue Torch Warrant to Purchase Common Stock of Spire Global, Inc., dated as of June 13, 2022. | 8-K | 001-39493 | 4.1 | June 14, 2022 |
| 4.3 | Form of GPO Warrant to Purchase Common Stock of Spire Global, Inc., dated as of June 13, 2022. | 8-K | 001-39493 | 4.2 | June 14, 2022 |
| 4.4 | Form of Amended and Restated Blue Torch Warrant to Purchase Common Stock of Spire Global, Inc., dated as of September 27, 2023 | 8-K | 001-39493 | 4.1 | October 2, 2023 |
| 4.5 | Form of Blue Torch Warrant to Purchase Common Stock of Spire Global, Inc., dated as of September 27, 2023 | 8-K | 001-39493 | 4.2 | October 2, 2023 |
| 4.6 | Description of Securities. | ||||
| 10.1 | Financing Agreement dated as of June 13, 2022, among Spire Global, Inc., Spire Global Subsidiary, Inc., Austin Satellite Design, LLC, Blue Torch Finance LLC and the lenders party thereto. | 8-K | 001-39493 | 10.1 | June 14, 2022 |
| 10.2 | Security Agreement dated as of June 13, 2022, among Spire Global, Inc., Spire Global Subsidiary, Inc., Austin Satellite Design, LLC and Blue Torch Finance LLC. | 8-K | 001-39493 | 10.2 | June 14, 2022 |
| 10.3 | Amendment No. 1 to Financing Agreement, dated as of March 21, 2023, among Spire Global, Inc., Spire Global Subsidiary, Inc., Austin Satellite Design, LLC, Blue Torch Finance LLC and the lenders party thereto. | 8-K | 001-39493 | 10.1 | October 2, 2023 |
| 10.4 | Waiver and Amendment No. 2 to Financing Agreement, dated as of September 27, 2023, among Spire Global, Inc., Spire Global Subsidiary, Inc., Austin Satellite Design, LLC, Blue Torch Finance LLC and the lenders party thereto | 8-K | 001-39493 | 10.2 | October 2, 2023 |
| 10.5 | Equity Distribution Agreement, dated September 14, 2022, by and between Spire Global, Inc. and Canaccord Genuity LLC. | 8-K | 001-39493 | 10.1 | September 14, 2022 |
| 10.6 | Amendment to the Warrant Agreement, dated December 19, 2022, by and between Company and American Stock Transfer & Trust Company. | 8-K | 001-39493 | 10.1 | December 19, 2022 |
| 10.7 | Investor Rights Agreement, dated as of February 28, 2021, by and among the registrant, Six4 Holdings, LLC, Gilman Louie, Henry Crumpton, Jack Pearlstein, Robert Coleman, William Crowell, Peter Platzer, Theresa Condor, William Porteous and Stephen Messer. | S-4/A | 333-256112 | Annex I | July 16, 2021 |
| 10.8+ | Spire Global, Inc. 2021 Equity Incentive Plan, conformed to reflect the First Amendment effective August 2, 2023 and the reverse stock split effective August 31, 2023 | 8-K | 001-39493 | 10.1 | September 7, 2023 |
| 10.9+ | Spire Global, Inc. 2021 Employee Stock Purchase Plan, conformed to reflect the reverse stock split effective August 31, 2023 | 8-K | 001-39493 | 10.2 | September 7, 2023 |
| 10.10+ | Offer Letter between Leonardo Basola and Spire Global Subsidiary, Inc., effective as of August 10, 2023 | 8-K | 001-39493 | 10.1 | August 16, 2023 |
| 10.11+ | Executive Employment Agreement, dated as of November 27, 2023, between Spire Global, Inc. and Leo Basola | 8-K | 001-39493 | 10.3 | December 1, 2023- |
| 10.12+ | Consulting Agreement between Thomas Krywe and Spire Global, Inc., dated as of August 15, 2023 | 8-K | 001-39493 | 10.2 | August 16, 2023 |
| 10.13+ | Spire Global, Inc. Outside Director Compensation Policy, as amended, effective June 13, 2023. | 10-Q | 001-39493 | 10.2 | August 9, 2023 |
| 10.14+ | Spire Global, Inc. Executive Officer Short-Term Incentive Plan. | 10-Q | 001-39493 | 10.1 | August 9, 2023 |
| 10.15+ | Loan and Security Agreement by and among Spire, certain lenders party thereto, FP Credit Partners, L. P., as agent for the lenders, and certain of Spire’s subsidiaries as guarantors, dated as of April 15, 2021, with Amendment No. 1 dated as of May 17, 2021 and Amendment No. 2 dated as of August 5, 2021. | S-1 | 333-259733 | 10.17 | September 23, 2021 |
| 10.16+ | Long Term Employment Contract, dated as of January 1, 2022, by and between Spire Global Luxembourg Sàrl and Peter Platzer. | 10-K | 001-39493 | 10.6 | March 30.2022 |
| 10.17+ | Expatriation Letter, dated as of December 12, 2017, by and between Spire Global, Inc. and Peter Platzer. | S-4/A | 333-256112 | 10.10 | July 16, 2021 |
| 10.18+ | Tax Equalization Policy, dated as of December 12, 2017, by and between Spire Global, Inc. and Peter Platzer. | S-4/A | 333-256112 | 10.11 | July 16, 2021 |
| 10.19+ | Managing Director Service Agreement, dated as of November 27, 2023, between Spire Global Germany GmbH and Peter Platzer | 8-K | 001-39493 | 10.1 | December 1, 2023 |
| 10.20+ | Form of Offer Letter by and between Spire Global, Inc. and each of Tom Krywe and Boyd Johnson. | S-4/A | 333-256112 | 10.12 | July 16, 2021 |
| 10.21+ | Executive Employment Agreement, dated as of November 27, 2023, between Spire Global, Inc. and Boyd Johnson | ||||
| 10.22+ | Long Term Employment Contract, dated as of January 1, 2018, by and between Spire Global Luxembourg Sàrl and Theresa Condor. | S-4/A | 333-256112 | 10.15 | July 16, 2021 |
| 10.23+ | Employment Contract, dated as of November 27, 2023, between Spire Global Germany GmbH and Theresa Condor | 8-K | 001-39493 | 10.2 | December 1, 2023 |
| 10.24+ | Form of Spire Global, Inc. 2022 Commission Plan. | 10-K | 001-39493 | 10.16 | March 15, 2023 |
| 10.25+ | Form of Spire Global, Inc. 2022 Salary Adjustment and Annual Performance Bonus. | 10-K | 001-39493 | 10.17 | March 15, 2023 |
| 10.26+ | Form of Change in Control and Severance Agreement of Spire Global, Inc. | S-4/A | 333-256112 | 10.18 | July 16, 2021 |
| 10.27 | Contribution Agreement by and between Her Majesty the Queen in Right of Canada and exactEarth Ltd. dated as of October 18, 2018, with Amendment No. 1 dated as of November 22, 2021. | 10-K | 001-39493 | 10.15 | March 30, 2022 |
| 21.1 | Subsidiaries of Registrant. | ||||
| 23.1 | Consent of PricewaterhouseCoopers LLP. | ||||
| 24.1 | Power of Attorney (included on signature page). | ||||
| 31.1 | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 31.2 | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 32.1 | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ||||
| 97.1 | Spire Global, Inc. Compensation Recovery Policy | ||||
| 101 | The following financial statements from the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Loss, (iv) Consolidated Statements of Changes in Stockholders’ Equity, (v) Consolidated Statements of Cash Flows, and (vi) Notes to consolidated financial statements. | ||||
| 104 | Cover Page Interactive Data File (contained in Exhibit 101) | ||||
- Indicates management contract or compensatory plan.
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