Skip to main content

AgEagle Aerial Systems Inc.

For the period ended Dec 31, 2025. Filed Mar 31, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 31, 2026

UAVS$0.36-2.8%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Item 15. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES

Exhibit No.Description
3.1Amended and Restated Articles of Incorporation, as currently in effect (incorporated by reference to Exhibit 3.1 of the Quarterly Report on Form 10-Q filed on August 14, 2008)
3.2Certificate of Designation to Articles of Incorporation as filed with the Nevada Secretary of State on May 29, 2014 (incorporated by reference to Exhibit 3.2 of the Annual Report Form 10-K filed on April 4, 2023)
3.3Certificate of Designation of Articles of Incorporation (incorporated by reference as Exhibit 3.3 on Annual Report Form 10-K filed on April 4, 2023)
3.4Certificate of Designation of Preferences, Rights and Limitations of Series B Convertible Preferred Stock (incorporated by reference to Exhibit 4.1 of the Current Report Form 8-K filed on March 11, 2015)
3.5Certificate of Designation of Series C Preferred Stock filed with the Nevada Secretary of State on April 27, 2017 (incorporated herein of reference to Exhibit 3.1 to the Current Report on Form 8-K filed on April 28, 2017)
3.6Certificate of Amendment to Certificate of Designation of Series C Preferred Stock (incorporated by reference to Exhibit 3.3 of the Current Report on Form 8-K filed on March 29, 2018)
3.7Certificate of Designation for Series A Preferred Stock (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed on January 6, 2011)
3.8Amendment to Certificate of Designation of Preferences, Rights and Limitations of the 10% Series A Redeemable Perpetual Preferred Stock (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed on March 29, 2018)
3.9Amendment to Certificate of Designation of Preferences, Rights and Limitations of the 10% Series A Redeemable Perpetual Preferred Stock (incorporated by reference to Exhibit 3.2 of the Current Report the Form 8-K filed on March 29, 2018)
3.10Certificate of Amendment to the Articles of Incorporation of Energex Resources, Inc. to change the company’s name (incorporated by reference to Exhibit 3.4 of the Current Report on Form 8-K filed on March 29, 2018)
3.11Certificate of Amendment to the Articles of Incorporation of EnerJex Resources, Inc. to effect a 1-for-25 reverse stock split (incorporated by reference to Exhibit 3.5 of the Current Report Form 8-K filed on March 29, 2018)
3.12Articles of Merger, dated March 26, 2018, by and between AgEagle Aerial Systems, Inc. and AgEagle Merger Sub, Inc. (incorporated by reference from Exhibit 3.6 of the Current Report Form 8-K filed on March 29, 2018)
3.13Second Amended and Restated Bylaws of AgEagle Aerial Systems, Inc., as currently in effect (incorporated by reference from Exhibit 3.1 of the Current Report Form 8-K filed on January 25, 2023)
3.14Certificate of Designation of Series D 8% Preferred Stock filed with the Nevada Secretary of State on December 26, 2018 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 10-K filed on April 4, 2023)
3.15Certificate of Designation for the Series E Convertible Preferred Stock filed with the Nevada Secretary of State on April 2, 2020 (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed on April 8, 2020)
3.16Certificate of Designation for the Series F 5% Convertible Preferred Stock filed with the Nevada Secretary of State on June 29, 2022 (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed on June 30, 2022)
3.17Certificate of Amendment to Articles of Incorporation (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed on February 9, 2024)
3.18Certificate of Amendment to the Articles of Incorporation, as filed with the Secretary of State of Nevada on December 20, 2024 (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed on December 20, 2024)
3.19Certificate of Change, as filed with the Secretary of State of Nevada on October 4, 2024 (incorporated by reference to Exhibit 99.1 of the Current Report on Form 8-K filed on October 15, 2024)
3.20Certificate of Designation of Series G Convertible Preferred Stock filed with the Nevada Secretary of State on November 7, 2025 (incorporated by reference to Exhibit 3.1 of the current report on Form 8-K filed on November 10, 2025)
4.1Description of Registrant's Securities
4.2Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed on June 30, 2022)
4.3Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed on March 14, 2023)
4.4Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed on June 6, 2023)
4.5Form of Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed on November 16, 2023)
4.6Form of Placement Agent Common Stock Purchase Warrants (incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K filed on November 16, 2023)
4.7Form of Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 of Form 8-K Filed on June 5, 2024)
4.8Form of Pre-Funded Warrant to Purchase Common Stock (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed on October 2, 2024)
4.9Form of Series A Warrant to Purchase Common Stock (incorporated by reference to Exhibit 4.2 on the Current Report on Form 8-K filed on October 2, 2024)
4.10Form of Series B Warrant to Purchase Common Stock (incorporated by reference to Exhibit 4.3 on the Current Report on Form 8-K filed on October 2, 2024)
4.11Amendment to Series B Common Stock Purchase Warrant and Exchange Agreement, dated April 2, 2025 (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed on April 4, 2025).
10.1+2017 Equity Incentive Plan of the Registrant (incorporated by reference to the Registration Statement on Form S-1 (File. No. 333-226324) originally filed on July 24, 2018)
10.2Lease Agreement, dated August 3, 2020, by and among AgEagle Aerial Systems Inc. and U.S. Business Centers, L.L.C. (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on August 7, 2020)
10.3Securities Purchase Agreement, dated June 5, 2023 (incorporated by reference to Exhibit 10.2 on the Current Report on Form 8-K filed June 6, 2023).
10.4Warrant Exchange Agreement dated September 15, 2023 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on September 15, 2023)
10.5Form of Assignment, Waiver and Amendment Agreement, dated November 15, 2023 (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed on November 16, 2023)
10.6Form of Securities Purchase Agreement, dated November 15, 2023 (incorporated by reference to Exhibit 10.3 of Form 8-K filed on November 16, 2023)
10.7Agreement for the Purchase and Sale of Future Receipts (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on January 30, 2024)
10.8Series F Amendment Agreement dated February 8, 2024 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on February 8, 2024)
10.9Securities Exchange Agreement dated February 8, 2024 (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed on February 8, 2024)
10.10Convertible Promissory Note dated February 8, 2024 (incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K filed on February 8, 2024)
10.11Form of Warrant Exercise Agreement dated March 6, 2024 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on March 7, 2024)
10.12Securities Purchase Agreement, dated June 26, 2022 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on June 30, 2022)
10.13Consulting Agreement, dated November 14, 2024, by and between the Company and Adrienne Anderson (incorporated by reference to Exhibit 99.1 of the current Report on Form 8-K filed on November 18, 2024)
10.14SPA Amendment Agreement, dated July 25, 2024, by and between AgEagle Aerial Systems, Inc., and Alpha Capital Anstalt (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on July 25, 2024)
10.15Note Amendment Agreement, dated July 25, 2024, by and between AgEagle Aerial Systems, Inc., and Alpha Capital Anstalt (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed on July 25, 2024)
10.16Agreement for the Future Purchase and Sale of Future Receipts, dated June 21, 2024 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on June 26, 2024).
10.17Form of Assignment, Waiver and Amendment Agreement, dated May 31, 2024, by and between AgEagle Aerial Systems Inc. and Alpha Capital Anstalt and the other parties thereto (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on June 5, 2024).
10.18Executive Employment Agreement, dated April 15, 2024 between AgEagle Aerial Systems, Inc. and William Irby (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on April 18, 2024).
10.19Series F SPA Amendment Agreement, dated February 8, 2024, by and between AgEagle Aerial Systems, Inc. and Alpha Capital Anstalt (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on February 8, 2024).
10.20Securities Exchange Agreement, dated February 8, 2024, by and between AgEagle Aerial Systems, Inc. and the Holders set forth on the signature page thereto (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed on February 8, 2024).
10.21Convertible Note, dated January 8, 2024, issued by AgEagle Aerial Systems Inc. (incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K filed on February 8, 2024).
10.22Omnibus Agreement, dated September 30, 2024, by and between AgEagle Aerial Systems, Inc. and Alpha Capital Anstalt (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on October 2, 2024).
10.23Funding Agreement, dated February 7, 2025 by and between AgEagle Aerial Systems Inc., and Alpha Capital Anstalt (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-k filed on February 10,2025).
10.24Executive Employment Agreement, Dated April 14,2025, by and between AgEagle Aerial Systems Inc. and Alison Burgett (incorporated b reference to Exhibit 10.1 of the Current Report on Form 8-K filed on April 16, 2025).
10.25Form of Securities Purchase Agreement, dated November 5, 2025, by and between AgEagle Aerial Systems Inc. and the investors signatory thereto (incorporated by reference to Exhibit 10.1 of the Current Report on the Form 8-K filed on November 6, 2025).
14.1Code of Ethics of the Registrant Applicable To Directors, Officers And Employees (incorporated by reference to the Registration Statement on Form S-1 (Reg. No. 333-226324) originally filed on July 24, 2018).
19.1Insider Trading Policy (incorporated by reference to Exhibit 19.1 of the annual report on Form 10-K filed on March 31,2025).
21.1List of Subsidiaries (incorporated by reference to Exhibit 21.1 of the Annual Report on Form 10-K filed on March 31,2025).
23.1Consent of WithumSmith+Brown an independent registered public accounting firm
31.1*Rule 13(a)-14(a)/15(d)-14(a) Certification of principal executive officer.
31.2*Rule 13(a)-14(a)/15(d)-14(a) Certification of principal financial officer.
101.INSInline XBRL Instance Document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
  • Filed herewith
ContentsView on SEC.gov

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