Starfighters Space, Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORMS-1

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

STARFIGHTERS SPACE, INC.

(Exact name of registrant as specified in its charter)

Copies of communications to:

Michael Shannon, Esq.

McMillan LLP

Royal Centre, 1055 West Georgia Street, Suite 1500

Vancouver, BC, Canada V6E 4N7

Telephone: (604) 691-7462

Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this registration statement as determined by the selling stockholders named herein.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act, check the following box: ☒

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registrations statement number of the earlier effective registration statement for the same offering. ☐

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If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.☐

The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, or until this registration statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

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The information in this prospectus is not complete and may be changed. The Selling Stockholders may not sell or offer these securities until the registration statement of which this prospectus forms a part is declared effective by the Securities and Exchange Commission. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

Subject to completion, dated June 9, 2026

PROSPECTUS

5,223,879 Shares of Common Stock

This prospectus relates to the resale, from time to time, by the selling stockholders named in this prospectus (including their respective successors and assigns) (the "Selling Stockholders") of up to 5,223,879 shares of common stock, par value $0.00001 per share (the "Common Stock"), of Starfighters Space, Inc. ("us," "we," "Starfighters," or the "Company") held by the Selling Stockholders (the "Resale Shares"). The Resale Shares were issued to the Selling Stockholders (the "PIPE Investors") pursuant to the Securities Purchase Agreement, dated May 22, 2026 (the "PIPE SPA"), by and among the Company and the PIPE Investors (the "PIPE").

We are registering resale of the Resale Shares to satisfy certain registration rights we have granted to the PIPE Investors pursuant to that certain registration rights agreement, dated May 22, 2026, by and among the Company and the PIPE Investors (the "PIPE Registration Rights Agreement"). The Selling Stockholders may offer all or part of the Resale Shares for resale from time to time through public or private transactions, at either prevailing market prices, at prices related to prevailing market prices or at privately negotiated prices. The Selling Stockholders may sell the Resale Shares to or through underwriters, broker-dealers or agents, who may receive compensation in the form of discounts, concessions or commissions from the Selling Stockholders, the purchasers of the Resale Shares, or both.

These transactions are described in the prospectus under "Selling Stockholders."

We will not receive any proceeds from the resale of the Resale Shares by the Selling Stockholders pursuant to this prospectus. Our registration of the Resale Shares covered by this prospectus does not mean that the Selling Stockholders will offer or sell any of the Resale Shares. Any shares of Common Stock subject to resale hereunder will have been issued by us and acquired by the Selling Stockholders prior to any resale of such shares pursuant to this prospectus. No underwriter or other person has been engaged to facilitate the sale of the Resale Shares in this offering. The Selling Stockholders will pay or assume discounts, commissions, fees of underwriters, selling brokers, dealer managers or similar expenses, if any, incurred for the resale of the Resale Shares. We provide additional information about how the Selling Stockholders may sell their shares of Common Stock in the section entitled "Plan of Distribution" in this prospectus.

The Resale Shares being registered for resale were acquired at an effective price below the trading price of the shares of Common Stock as of the date of this prospectus. Accordingly, the Selling Stockholders may have an incentive to sell at effective prices lower than the trading price of the Common Stock as of the date of this prospectus and may profit significantly even under circumstances in which our other stockholders would experience losses in connection with their investment. For additional information, see "Risk Factors - Risks Related to this Offering by the Selling Stockholders - The Selling Stockholders acquired our Common Stock at a price below the trading price of such Common Stock as of the date of this registration statement, and may experience a positive rate of return based on the current trading price. Future investors in the Company may not experience a similar rate of return."

We will bear all costs, expenses, and fees in connection with the registration of the Resale Shares. The Selling Stockholders will bear all commissions and discounts, if any, attributable to their respective sales of the Resale Shares.

Our Common Stock is traded on the NYSE American, LLC ("NYSE American") under the symbol "FJET." On June 8, 2026, the last reported sale price of our Common Stock was $8.14 per share.

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We are an "emerging growth company" and a "smaller reporting company" as defined under the federal securities laws and, as such, will be subject to certain reduced public company reporting requirements for this prospectus. See "Prospectus Summary-Implications of Being an Emerging Growth Company and a Smaller Reporting Company."

We may amend or supplement this prospectus from time to time by filing amendments or supplement as required. You should read the entire prospectus and any amendments or supplements carefully before you make your investment decision.

Investing in our Common Stock involves a high degree of risk. You should carefully review the risks and uncertainties described in the section titled "Risk Factors" beginning on page 12 of this prospectus, and under similar headings in any amendments or supplements to this prospectus.

Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offence.

The date of this prospectus is , 2026

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