Starfighters Space, Inc.

DEF 14A 1 formdef14a.htm FORM 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

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Filed by a Party other than the Registrant ☐

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☐ Preliminary Proxy Statement

☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☒ Definitive Proxy Statement

☐ Definitive Additional Materials

☐ Soliciting Material Pursuant to Rule 14a-12

(Name of Registrant as Specified in Its Charter)

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☐ Fee paid previously with preliminary materials

☐ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11

505 Odyssey Way, Suite 101, Kennedy Space Center, Florida, 32953, U.S.A.

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

To be held on December 17, 2026

Dear Stockholder:

The annual meeting of stockholders (the "Annual Meeting") ofStarfighters Space, Inc.(the "Company") will be held at Suite 1500, 1055 West Georgia Street, Vancouver, British Columbia, Canada, V6E 4N7, on December 17, 2026, at 10:00 a.m. (Pacific Time).

At the Annual Meeting stockholders will be asked to:

1. elect Tim Franta, Sean Bromley, Brian Goldmeier and Geoffrey P. Hickman to act as the directors of the Company;

2. ratify the appointment of CBIZ CPAs P.C., as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026;

3. approve the Company's 2026 Stock Incentive Plan;

4. transact any other business properly brought before the Annual Meeting or any adjournment thereof.

On or about November 3, 2026, the Company will mail to all stockholders of record as of October 27, 2026 (the "Record Date"), a Notice of Internet Availability of Proxy Materials (the "Notice"). Please carefully review the Notice for information on how to access the Notice of Annual Meeting, Proxy Statement, Proxy Card and our Annual Report to Security Holders for the fiscal year ended December 31, 2025 (the "Annual Report"), onwww.proxyvote.com, in addition to instructions on how you may request to receive a paper or email copy of these documents. There is no charge to you for requesting a paper copy of these documents. Our Annual Report, including financial statements for such period, does not constitute any part of the material for the solicitation of proxies.

The foregoing items of business are more fully described in the Proxy Statement accompanying this Notice.Only stockholders of record of the Company's common stock at the close of business on the Record Date are entitled to notice of, and to vote at, the Annual Meeting or any adjournment thereof.

It is important that your shares be represented and voted at the Annual Meeting. If you are the registered holder of the Company's common stock, you can vote your shares by completing and returning the enclosed proxy card, even if you plan to attend the Annual Meeting. You may vote your shares of common stock in person even if you previously returned a proxy card. Please note, however, that if your shares of common stock are held of record by a broker, bank or other nominee and you wish to vote in person at the Annual Meeting, you must obtain a proxy issued in your name from such broker, bank or other nominee. Please carefully review the instructions on the proxy card or the information forwarded by your broker, bank or other nominee regarding voting instructions.

If you are planning to attend the Annual Meeting in person, you will be asked to register before entering the Annual Meeting.All attendees will be required to present government-issued photo identification (e.g., driver's license or passport) to enter the Annual Meeting. If you are a stockholder of record, your ownership of the Company's common stock will be verified against the list of stockholders of record as of the Record Date, prior to being admitted to the Annual Meeting.If you are not a stockholder of record and hold your shares of common stock in "street name" (that is, your shares of common stock are held in a brokerage account or by a bank or other nominee), you must also provide proof of beneficial ownership as of the Record Date, such as your most recent account statement prior to October 27, 2026, and a copy of the voting instruction card provided by your broker, bank or nominee or similar evidence of ownership.

By Order of the Board of Directors

STARFIGHTERS SPACE, INC.

/s/ Tim Franta

Tim Franta

Chief Executive Officer

Dated: November 3, 2026.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR

THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON DECEMBER 17, 2026:

The Proxy Statement and form of Proxy, as well as the

Company's Annual Report for the fiscal year ended December 31, 2025

are available on the Internet at:

www.proxyvote.com

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