Archer Aviation Inc.

For the period ended Jun 26, 2026. Filed Apr 30, 2026.

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 26, 2026 · Filed Apr 30, 2026

ACHR$4.44+14.7%Stored close · as of Nov 6, 2026

See the whole filing, with its images and exhibits

Contents

PROXY SUMMARY

This summary highlights selected information from this Proxy Statement and does not contain all information you should consider. Please read the entire Proxy Statement carefully before voting. References to “we,” “us,” “our,” “ours,” “Archer,” and the “Company” refer to Archer Aviation Inc. and its consolidated subsidiaries.

OUR COMPANY

Archer is developing the technologies and aircraft to power the future of advanced aviation. We plan to offer customers advanced aircraft, technologies and related services in the United States and internationally across the commercial and defense markets.

EXECUTIVE COMPENSATION HIGHLIGHTS

Our executive compensation program aims to motivate our people to perform at a consistently high level and rewards contributions that deliver outstanding results. In 2025, the overall structure of our executive compensation program, consisting of three primary components, base salary, annual cash incentives, and long-term equity awards, remained the same.

Base salaries. Maintained base salaries for the Chief Executive Officer (“CEO”) and other named executive officers (“NEOs”), other than an adjustment to the Acting Chief Financial Officer’s base salary to recognize her expanded role.

Target bonus opportunities. Established capped annual bonus opportunities with performance goals tied to strategic milestones designed to drive long-term stockholder value. Bonus payouts were determined strictly based on formulaic plan results, with no discretionary adjustments.

Equity award structure. Maintained a balanced equity program emphasizing performance alignment, with a mix of time-based restricted stock unit (“RSU”) awards and performance-based RSU (“PSU”) awards to each of our NEOs in 2025.

Equity award values. Established annual equity award values to ensure market competitiveness, reinforce performance-based incentives, support long-term retention, and align executive incentives with the Company’s strategic priorities for 2026.

GOVERNANCE HIGHLIGHTS

We are committed to good corporate governance, which strengthens the accountability of our board of directors (the “Board”) and promotes the long-term interests of our stockholders.

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Single class of shares with equal voting rights.

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Majority of the Board are independent (6 out of 7 current directors).

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Lead Independent Director appointed by independent directors, with defined responsibilities.

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All Board committees are composed entirely of independent directors.

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Independent directors hold regular executive sessions.

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Related party transaction standards apply to any director involvement in Company activities.

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Each director attended at least 75% of board and committee meetings in 2025.

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No directors are considered “overboarded.”

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Comprehensive risk oversight, including internal controls, cybersecurity, legal and regulatory matters, compensation, and other critical evolving areas.

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Our Insider Trading Policy prohibits directors, officers, and employees from hedging, shorting, and generally pledging Company stock.

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Robust Compensation Recovery Policy applies to executive officers.

2026 Proxy Statement 5

Our Board

and Nominees


	ADAM GOLDSTEIN Co-Founder, CEO & Director AGE: 46 SINCE: September 2021			DEBORAH DIAZ Director, Chairperson, Nominating and Corporate Governance Committee and Member of the Audit Committee AGE: 68 SINCE: September 2021			FRED M. DIAZ Lead Independent Director, Chairperson, Compensation Committee, Member of the Audit Committee, Member of the Nominating and Corporate Governance Committee AGE: 60 SINCE: September 2021			OSCAR MUNOZ Director, Member of the Compensation Committee AGE: 67 SINCE: September 2021


	BARBARA PILARSKI Director, Member of the Nominating and Corporate Governance Committee (Nominee for re-election) AGE: 62 SINCE: January 2022			MARIA PINELLI Director, Chairperson, Audit Committee and Member of the Compensation Committee (Nominee for re-election) AGE: 63 SINCE: September 2021			MICHAEL SPELLACY Director AGE: 54 SINCE: September 2021

2026 Proxy Statement 6

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.