Firefly Aerospace Inc.
For the period ended Sep 30, 2025. Filed Nov 12, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 12, 2025
FLY$20.76+36.8%Stored close · as of Nov 6, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-09-22.
0001193125-25-211265
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresOther InformationCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-12.
0001193125-25-277941
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresOther InformationThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 23 previous paragraphs and 21 current paragraphs.
12 unchanged; 2 reworded; 7 added; 8 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (7)
Current report
We may not realize the potential benefits and synergies sought with our recent acquisition of SciTec.
Current report
On October 31, 2025, the Company completed its acquisition of SciTec. The success of the acquisition, including anticipated benefits and synergies, depends in part on our ability to successfully integrate SciTec’s business. We believe that there are significant benefits and synergies that may be realized, including allowing for the advancement of Firefly’s comprehensive space services by adding mission-proven defense software analytics, remote sensing, and multi-phenomenology data expertise. However, we may fail to realize these benefits and synergies for a variety of reasons, including:
Current report
potential incompatibility or difficulties integrating and harmonizing technologies, including financial reporting systems;
Current report
costs of integrating exceeding original estimates;
Current report
failure to combine SciTec’s core capabilities into Firefly’s products efficiently and effectively.
Current report
Further, our integration efforts could disrupt both companies’ existing operations and also divert management attention and resources. If we experience difficulties with the integration process, the anticipated benefits of the acquisition, including anticipated sales and growth opportunities, may not be realized fully, or at all, and may take longer to realize than expected. Failure to achieve the anticipated benefits of the acquisition could adversely affect our results of operations, financial condition and cash flows, decrease or delay the accretive effect of the acquisition and negatively impact the price of our common stock.
Removed paragraphs (8)
Previous report
Use of Proceeds from Registered Securities
Previous report
On August 8, 2025, we completed an IPO of 22.2 million shares of our common stock, including the fully exercised over-allotment option of 2.9 million shares granted to the several underwriters, at a public offering price of $45.00 per share, for an aggregate offering price of $998.6 million. We received net proceeds of $933.1 million, net of $57.4 million of underwriting discounts and commissions and $8.1 million of offering costs. The offer and sale of all of the shares in the IPO were registered under Securities Act pursuant to the Company’s Registration Statement and the Company’s Registration Statement on Form S-1MEF (File No. 333-289335), which was declared effective immediately upon filing on August 6, 2025.
Previous report
The representatives of the several underwriters of the IPO were Goldman Sachs & Co. LLC, J.P Morgan Securities LLC, Jefferies LLC and Wells Fargo Securities, LLC. The offering commenced on August 6, 2025 and did not terminate before all of the shares registered pursuant to the registration statement were sold.
Previous report
The proceeds from the IPO were used to repay $148.1 million of outstanding borrowings under the Credit Agreement, together with the specified prepayment premium of $11.4 million and accrued interest, and to pay the IPO Closing Preferred Stock Dividend in an aggregate amount of $5.0 million in cash, with the balance being used for general corporate and working capital purposes.
Previous report
Changes to Compensatory Arrangements of Named Executive Officers
Previous report
On September 16, 2025, the Compensation Committee (the “Committee”) of the Board of Directors of the Company approved retention awards in the form of restricted stock units (“RSUs”) for each of the NEOs, effective as of September 24, 2025 (the “Grant Date”) (which date coincides with the date on which the Company’s trading window opens under its Insider Trading Policy), in the following amounts: 888,889 RSU shares were awarded to Mr. Kim; 222,222 RSU shares were awarded to Mr. Ma; and 88,889 RSU shares were awarded to Mr. Fermon.
Previous report
The RSUs were granted under the Firefly Aerospace Inc. 2025 Omnibus Incentive Plan (the “Plan”) and, except as otherwise provided in the Restricted Stock Unit Award Agreement, will vest in four nearly equal annual installments on September 16, 2026, 2027 and 2028, subject in each case to the executive’s continued employment with the Company through the respective vesting date.
Previous report
The aforementioned RSU grants will otherwise be subject to the terms of the Plan and the terms and conditions set forth in the Restricted Stock Unit Award Agreement, the form of which is filed as Exhibit 10.14 to the Company’s Registration Statement on Form S-1/A, filed with the Commission on August 4, 2025, and incorporated herein by reference.
Reworded paragraphs (2)
Previous wording
A description of our risk factors can be found in the section entitled “Risk Factors” in our Registration Statement, with such factors incorporated herein by reference. There have been no material changes in our risk factors from those included in our Registration Statement.
Current wording
A description of our risk factors can be found in the section entitled “Risk Factors” in our Registration Statement, with such factors incorporated herein by reference. Except as set forth below, there have been no material changes in our risk factors from those included in our Registration Statement.
Previous wording
In the second quarter of 2025, we issued and sold an aggregate of 0.6 million shares of our Series D-3 Preferred Stock in a private placement, at a purchase price of $18.1504 per share, for aggregate cash proceeds of $10.0 million to one accredited investor.
Current wording
In the third quarter of 2025, we issued and sold an aggregate of 2.8 million shares of our Series D-4 Preferred Stock in a private placement, at a purchase price of $20.8896 per share, for aggregate cash proceeds of $58.7 million to 13 accredited investors.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
In the second quarter of 2025, we issued and sold an aggregate of 3.5 million shares of our Series D-1 Preferred Stock in a series of private placements, at a purchase price of $16.9213 per share, for aggregate cash proceeds of $60.0 million to two accredited investors.