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BETA Technologies, Inc.

For the period ended Mar 31, 2026. Filed May 12, 2026.

View on SEC.gov

About 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.

Mar 31, 2026 · Filed May 12, 2026

BETA$27.12+12.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-12-04.

0001628280-25-055234

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-31; filed 2026-05-12.

0001628280-26-033914

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 103 previous paragraphs and 68 current paragraphs.

28 unchanged; 27 reworded; 13 added; 47 removed; 1 previous and 0 current paragraphs rearranged.

Tables are not compared: 3 previous and 3 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 (13)

Current report

Since inception, the Company has devoted substantially all of its time and efforts to performing research and development activities, raising capital, recruiting management and technical staff to support these operations and designing manufacturing processes. During the three months ended March 31, 2026, the Company continued to make investments across facilities, equipment and tooling needed to move toward manufacturing of its aircraft and charging systems.

Current report

On March 9, 2026, BETA was named in the selections made by the U.S. Department of Transportation and Federal Aviation Administration as a launch participant in its eVTOL Integration Pilot Program (“eIPP”). The program is designed to accelerate the safe deployment of electric and vertical flight in the U.S. The Company was selected to participate in seven of eight eIPP launch programs and is expecting to operate in at least 10 states across the U.S. and include flight operations with ALIA CTOL and VTOL aircraft, as well as ground support operations utilizing the Company’s ground service equipment (“GSE”).

Current report

On March 12, 2026, BETA and Surf Air Mobility Inc. entered into a purchase agreement for a firm order of 25 ALIA CTOL aircraft and the option to purchase up to 75 additional aircraft.

Current report

Product revenues decreased by $1.5 million, or 61%, during the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The decrease was attributable to the delivery of electric propulsion motors and batteries to commercial customers totaling $2.3 million during 2025, offset by a new contract with a commercial customer to deliver GSE of $0.8 million during 2026.

Current report

Cost of product revenues increased by $0.1 million, or 12%, during the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was attributable to labor and material costs to fulfill contracts with commercial customers.

Current report

Interest income increased $11.8 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was attributable interest on the proceeds from convertible preferred stock offerings and the IPO.

Current report

For the three months ended March 31, 2026, net cash used in financing activities was $1.2 million, primarily due to repayment of borrowings of $1.4 million, offset by other financing activities.

Current report

For the three months ended March 31, 2025, net cash used in financing activities was $0.3 million, primarily due to proceeds from convertible Series C preferred stock issuances of $0.8 million, offset by payment of convertible Series C preferred stock issuance costs of $1.6 million and other financing activities.

Current report

We measure PSUs granted to employees and non-employees based on the fair value on the date of the grant. We recognize compensation expense over the requisite service period, which is adjusted at each reporting period based on the probability and timing of performance achievement. We estimate the probability and timing of achievement based on available information regarding progress made towards performance objectives at each reporting period. If we later determine that achievement of a performance objective is no longer probable, the associated expense previously recognized will be reversed.

Current report

See Note 2 “Basis of Presentation and Accounting Policies” to ourcondensed consolidated financial statements for a discussion ofour status as an emerging growth company.
Removed paragraphs (47)

Previous report

Our company was purpose-built to capture the significant, untapped market opportunity in sustainable, reliable and efficient electric aviation.

Previous report

Vertical integration allows us to innovate rapidly and capture meaningful economic value throughout an aircraft’s lifetime, by providing batteries and aftermarket services for BETA aircraft and other customers. Our focus is on the enabling technologies essential to electric aviation, including motors, inverters, batteries, flight controls, charging systems, and a nationwide electric charging network (“Enabling Technologies”). With proprietary control over these core technologies, we offer customers a complete platform to support their adoption of electric aircraft to enable both existing and new missions. This multilayered approach provides us with recurring, high margin opportunities.

Previous report

On November 5, 2025, we completed our IPO, in which we issued and sold an aggregate of 34,330,882 shares of our Class A common stock at a price to the public of$34.00 per share, inclusive of the exercise in full by the underwriters to purchase from the Company 4,477,941 shares of Class A common stock. We received net proceeds from the IPO of approximately$1,103 million after deducting the underwriting discounts and commissions payable by us.

Previous report

On October 15, 2025, we completed an additional sale and issuance of 1,866,989 shares of our Series C-1 Preferred Stock to an entity affiliated with a board member of the Company, for proceeds of $33.5 million.

Previous report

We use a variety of financial metrics to assess the performance of our operations, including: revenues; cost of revenues; research and development expenses; and general and administrative expenses.

Previous report

Research and development expenses consist primarilyof personnel expenses, including salaries, benefits, and stock based compensation, expense related to the GE Warrants, costs of consulting, equipmentand materials, temporary tooling, depreciationand amortization associatedwith long-lived assets, andcertain overhead expenses, including rent, information technology costs and utilities. Research and development expenses are partially offsetbytax creditsfor scientific research and development from the Revenue Authority of Canada and Revenu Québec, the provincial revenue authority of the Canadian province of Québec, and payments we receive in the form of government grants.

Previous report

General and administrative expenses consist of personnel expenses, including salaries, benefits, and stock based compensation, related to executive management, finance, legal, and human resource functions and other general corporate expenses, including rent, depreciation and amortization associated with long-lived assets, information technology costs, and utilities. General and administrative expenses are partially offset by payments we received in the form of government grants and other reimbursement agreements, including our agreement with the ARMI in which we are reimbursed for certain expenses incurred.

Previous report

Other (expense) income consists of interest expense, interest income, and loss on issuance of convertible preferred stock. Interest expense consists primarily of interest on outstanding long-term debt under our Ex-Im Credit Facility and amortization of the associated deferred financing fees, and interest on our sale-leaseback transaction. Interest income consists of interest earned on cash and cash equivalent balances. The loss on issuance of convertible preferred stock relates to the difference between the fair value and aggregate proceeds received from the issuance of Series C and C-1 Preferred Stock.

Previous report

Our provision for income taxes consists of an estimate of federal, state, and foreign income taxes based on enacted federal, state, and foreign tax rates, as adjusted for allowable credits, deductions, uncertain tax positions, changes in deferred tax assets and liabilities, and changes in tax law. Due to the level of historical losses, we maintain a valuation allowance against U.S. federal and state deferred tax assets as it has been concluded it is more likely than not that these deferred tax assets will not be realized.

Previous report

Product revenues increased by $2.1 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was attributable to new contracts with commercial customers to deliver electronic propulsion motors, batteries, flight control systems and GSE totaling $2.9 million, offset by $0.8 million due to a non-recurring contract for the forward operating base (the “FOB”) completed in 2024, which did not repeat in 2025.

Previous report

Product revenues increased by $6.6 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was attributable to new and ongoing contracts with commercial customers to deliver electronic propulsion motors, batteries, flight control systems, GSE totaling $7.7 million offset by $1.1 million due to a non-recurring contract for the FOB completed in 2024, which did not repeat in 2025.

Previous report

Service revenues increased by $7.2 million, or 78%, during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was attributable to new and ongoing contracts with commercial customers of $4.1 million related to engineering and consulting services to support our customers’ research and development activities,$0.9 million related to priority access to the Company’s charging stations, and a net increase of $2.2 million from U.S. government customers during 2025.

Previous report

Cost of product revenues increased by $1.0 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2025 due to an increase in labor and material costs to fulfill contracts with commercial customers of $1.5 million, partially offset by a decrease in labor and material costs due to completion of the FOB during 2024 of $0.5 million.

Previous report

Cost of product revenues increased by $1.0 million, or 80%, during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 due to an increase in labor and material costs to fulfill contracts with commercial customers of $2.1 million, partially offset by a decrease in labor and material costs due to completion of the FOB during 2024 of $1.1 million.

Previous report

Cost of service revenues increased by $1.4 million, or 67%, during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was attributable to an increase of $2.3 million in labor and material costs to fulfill contracts with commercial and U.S. government customers, partially offset by a decrease in labor and material costs of $0.9 million due to completion of service agreements with the U.S. government during 2024.

Previous report

Product revenue gross margin increased by $1.1 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was attributable to increased product revenue of $2.1 million, offset by an increase of $1.0 million of cost of product revenue. Product revenue gross margin as a percentage of product revenue increased due to a more favorable mix of customer contracts during 2025.

Previous report

Service revenue gross margin increased by $3.2 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was attributable to higher service revenue of$3.7 million, partially offset by an increase in cost of service revenue. Service revenue gross margin as a percentage of service revenue increased due to a more favorable mix of customer contracts during 2025.

Previous report

Product revenue gross margin increased by $5.6 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was attributable toincreased product revenue of $6.6 million as well as a more favorable mix of customer contracts during 2025.

Previous report

Service revenue gross margin increased by $5.9 million, or 81%, during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was attributable to higher service revenue of$7.2 million, partially offset by an increase in cost of service revenue. Service revenue gross margin as a percentage of service revenue increased due to a more favorable mix of customer contracts during 2025.

Previous report

Research and development expenses increased $2.3 million, or 4%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was attributable to continued spend related to the development, testing, certification, and prototype production of our electric aircraft. As part of these efforts, we incurred increased professional fees of $1.9 million, labor costs of $0.5 million, and depreciation expense of $1.1 million resulting from our investment in our production facility, offset by a decrease in expenses for parts, materials, and other expenses of $1.2 million based on timing of prototype production related purchases.

Previous report

General and administrative expenses increased $9.5 million, or 46%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was attributable to an increase in labor costs of $4.1 million due to increased headcount, and $2.4 million of professional fees, and $3.0 million of other administrative costs.

Previous report

Interest expense increased $0.7 million, or 8%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was attributable to the timing of the last borrowing under our Ex-Im Credit Facility which occurred during September 2024 and sale-leaseback transaction which occurred during July 2025.

Previous report

Interest income increased $1.6 million for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024. The increasewas primarily due to market fluctuation and the associated increase in our higher average cash and cash equivalents balances held in interest-earning accounts, comparatively.

Previous report

Loss on issuance of convertible preferred stock is $355.6 million and $0 for the three and nine months ended September 30, 2025 and September 30, 2024 due to the difference between the fair value and aggregate proceeds received from the issuance of Series C and C-1 Preferred Stock in the three months ended September 30, 2025.

Previous report

Income tax expense increased $0.3 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily due to an increase in the foreign provision on foreign earnings.

Previous report

For the nine months ended September 30, 2025, net cash provided by financing activities was $598.4 million, primarily due to the proceeds received from issuances of our Series C and Series C-1 Preferred Stock of $150.4 million and $422.4 million, respectively, and proceeds received from the sale-leaseback transaction of $32.7 million.

Previous report

For the nine months ended September 30, 2024, net cash provided by financing activities was $15.3 million, primarily due to the proceeds from the issuance of our promissory note of $15.5 million.

Previous report

On December 13, 2023, we entered into our Ex-Im Credit Facility, which provided commitments in an aggregate amount equal to $170.1 million to, among other things, finance certain of our goods and services costs related to the design, planning, permitting, and construction of the Final Assembly Facility. Our Ex-Im Credit Facility matures on December 20, 2038. As of September 30, 2025, we have fully drawn down the Ex-Im Credit Facility in an aggregate principal amount equal to $151.2 million, net of exposure fees of $18.9 million.

Previous report

The Company’s obligations under the Ex-Im Credit Agreement are secured by the “Collateral” (as defined in the Ex-Im Credit Agreement), which generally consists of the Final Assembly Facility.

Showing the first 40 of 47 passages. Open the source sections for the rest.

Reworded paragraphs (27)

Previous wording

The following discussion and analysis should be read in conjunction with our condensed consolidated financial statements and related notes, and other financial information, included elsewhere in this Quarterly Report on Form 10-Q and our Prospectus filed with the SEC on November 4, 2025 in connection with our IPO. As discussed in the section titled “Special Note Regarding Forward-Looking Statements,” the following discussion contains forward-looking statements reflecting our current expectations, estimates and assumptions concerning events and financial trends that may affect our future operating results or financial position. Actual results and the timing of events may differ materially from those contained in these forward-looking statements due to a number of factors. Factors that could cause or contribute to such differences include, but are not limited to, capital expenditures, economic and competitive conditions, regulatory changes and other uncertainties, including those discussed below and in the section titled “Risk Factors” included under Part II, Item 1A below, as well as in the Prospectus, all of which are difficult to predict. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. We assume no obligation to update any of these forward-looking statements. Unless otherwise indicated or in the context otherwise requires, all references in this section to the “Company,” “BETA,” “we,” “us” or “our” refer to BETA Technologies, Inc. and its consolidated subsidiaries.

Current wording

The following discussion and analysis should be read in conjunction with our condensed consolidated financial statements and related notes, and other financial information, included elsewhere in this Quarterly Report on Form 10-Q and our Annual Report filed with the SEC on March 9, 2026. As discussed in the section titled “Special Note Regarding Forward-Looking Statements,” the following discussion contains forward-looking statements reflecting our current expectations, estimates and assumptions concerning events and financial trends that may affect our future operating results or financial position. Actual results and the timing of events may differ materially from those contained in these forward-looking statements due to a number of factors. Factors that could cause or contribute to such differences include, but are not limited to, capital expenditures, economic and competitive conditions, regulatory changes and other uncertainties, including those discussed below and in the section titled “Risk Factors” included under Part II, Item 1A below, as well as in the Annual Report, all of which are difficult to predict. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. We assume no obligation to update any of these forward-looking statements. Unless otherwise indicated or the context otherwise requires, all references in this section to the “Company,” “BETA,” “we,” “us” or “our” refer to BETA Technologies, Inc. and its consolidated subsidiaries.

Previous wording

We are redefining the aerospace industry. We have developed an electric aircraft platform and propulsion systems that are positioned to transform the aviation industry forward into a new phase of growth. We design, manufacture, and sell high-performance electric aircraft, advanced electric propulsion systems, charging systems, and components. Further, we have invested in the underlying infrastructure of this breakthrough technology, which is critical to bringing electric aviation to life. We believe we have developed a differentiated presence in North America and are well positioned to expand globally.

Current wording

We are redefining the aerospace industry. We have developed an electric aircraft platform and propulsion systems that are positioned to transform the aviation industry; entering into a new phase of growth. We design, manufacture and sell high-performance electric aircraft, advanced electric propulsion systems, charging systems and components. Further, we have invested in the underlying infrastructure of this breakthrough technology, which is critical to bringing electric aviation to life. We believe we have developed a differentiated presence in North America and are well positioned to expand globally.

Previous wording

Comparison of Results for the Three and Nine Months Ended September 30, 2025 and 2024

Current wording

Comparison of Results for the Three Months Ended March 31, 2026 and 2025

Previous wording

Our product revenue is primarily generated from the sale of tangible products such as ground support equipment (“GSE”) and Enabling Technologies for our aircraft. Our service revenue is primarily generated from engineering, consulting and other service arrangements for our customers. Service revenue also includes revenue associated with usage and priority access from our charge stations.

Current wording

Our product revenue is primarily generated from the sale of tangible products such as our batteries, motors, flight control systems and an international network of electric charging and related equipment (“Enabling Technologies”). Our service revenue is primarily generated from engineering, consulting and other service arrangements for our customers. Service revenue also includes revenue associated with usage of and priority access to our charge stations.

Previous wording

Service revenues increased by $3.7 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was attributable to new and ongoing contracts with commercial customers of $3.7 million related to engineering and consulting services to support our customers’ research and development activities, $0.3 million related to priority access to the Company’s charging stations, offset by a reduction of revenue of $0.3 million related to completion of a project for the U.S. government during 2024.

Current wording

Service revenues increased by $2.1 million, or 29%, during the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was attributable to contracts with commercial customers of $6.2 million related to engineering and consulting services to support our customers’ research and development activities and $0.1 million related to priority access to the Company’s charging stations, offset by $4.2 million related to completion of services for the U.S. government during 2025.

Previous wording

Cost of product revenues and service revenues may include the direct cost of materials, labor, subcontractors, depreciation, and overhead costs (where allowable) depending on the nature of the agreement. Included within cost of product revenues are purchases made directly for contractual performance obligations primarily recognized over time, and as such no inventories are recorded in the consolidated balance sheet.

Current wording

Cost of product revenues and service revenues may include the direct cost of materials, labor, subcontractors and overhead costs (where allowable), depending on the nature of the agreement. Included within cost of product revenues are purchases made directly for contractual performance obligations primarily recognized over time and as such, no inventories are recorded in the condensed consolidated balance sheets.

Previous wording

Cost of service revenues increased by $0.6 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was attributable to an increase of $0.7 million in labor and material costs to fulfill contracts with commercial customers, partially offset by a decrease in labor and material costs of $0.1 million due to completion of service agreements with the U.S. government during 2024.

Current wording

Cost of service revenues increased by $2.5 million during the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was attributable to an increase of $2.8 million in labor and material costs to fulfill contracts with commercial customers, partially offset by $0.3 million due to completion of services for the U.S. government during 2025.

Previous wording

We have invested in research and development for our electric aircraft, electric propulsion systems and charging solutions and network. We have also invested in critical components of our enabling technology including batteries, motors and flight computers. We manage our expenses based on several factors, including industry conditions and expected demand for our services.

Current wording

We have invested in research and development for our electric aircraft and Enabling Technologies. We manage our expenses based on several factors, including industry conditions and expected demand for our products and services.

Previous wording

Research and development expenses increased $24.3 million, or 17%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was attributable to continued spend related to the development, testing, certification, and prototype production of our electric aircraft. As part of these efforts, we incurred increased expenses for parts and materials of $11.5 million, labor costs including stock based compensation of $7.5 million, depreciation and amortization of $4.2 million resulting from our investment in our production facility, and other expenses of $1.1 million.

Current wording

Research and development expenses increased $33.9 million, or 59%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was attributable to continued spend related to the development, testing, certification, and prototype production of our electric aircraft, electric propulsion systems, charging solutions and network. As part of these efforts, we incurred increased expenses for parts and materials of $7.5 million, labor costs including stock-based compensation expense of $14.1 million, warrant expense of $5.6 million resulting from the collaborative arrangement with GE Aerospace and other expenses of $6.7 million.

Previous wording

General and administrative expenses increased $28.8 million, or 50%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was attributable to increased stock based compensation expense of $6.7 million, salaries and benefits of $8.3 million due to increased headcount and bonus expense, $7.1 million of professional fees, and $6.7 million of other administrative costs.

Current wording

General and administrative expenses increased $19.0 million, or 68%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was attributable to increased stock-based compensation expense of $10.3 million, salaries and benefits of $4.4 million due to increased headcount, $2.0 million of professional fees and $2.3 million of other administrative costs.

Previous wording

Interest expense increased $0.6 million, or 19%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was attributable to the timing of the last borrowing under our Ex-Im Credit Facility which occurred during September 2024 and sale-leaseback transaction which occurred during July 2025.

Current wording

Interest expense increased $0.8 million, or 26%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The increase was attributable to a sale-leaseback transaction that occurred during 2025.

Previous wording

Income tax expense increased by less than $0.1 million, or 32%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily due to an increase in the foreign provision on foreign earnings.

Current wording

Provision for income taxes increased by $0.1 million for the three months ended March 31, 2026 compared to the three months ended March 31, 2025, primarily due to an increase in tax on foreign earnings.

Previous wording

We define EBITDA as net loss, adjusted for interest income, interest expense, income tax expense, and depreciation and amortization. We define Adjusted EBITDA as EBITDA adjusted for loss on issuance of convertible preferred stock, stock based compensation expense, warrant expense, loss on disposal of property and equipment, and IPO readiness costs.

Current wording

We define EBITDA as net loss adjusted for interest income, interest expense, provision for income taxes and depreciation and amortization. We define Adjusted EBITDA as EBITDA adjusted for stock-based compensation expense, warrant expense, loss on disposal of property and equipment and IPO costs.

Previous wording

In addition to traditional financial metrics, we use EBITDA and Adjusted EBITDA to help us evaluate our business. We believe that these non-GAAP measures provide useful information to investors because they allow for greater transparency into what measures we use in operating our business and measuring our performance and enable comparison of financial trends and results between periods where items may vary independent of business performance. These non-GAAP measures are presented for supplemental informational purposes and should not be considered as substitutes for or superior to financial information presented in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude certain expenses that are required by GAAP to be recorded in our financial statements, and they are subject to inherent limitations as they reflect the exercise of judgment by our management about which expenses are excluded or included in determining these non-GAAP financial measures. Further, non-GAAP financial measures are not standardized. It may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures. In addition, investors are encouraged to review our interim condensed consolidated financial statements and the notes thereto in their entirety and not to rely on any single financial measure.

Current wording

In addition to traditional financial metrics, we use EBITDA and Adjusted EBITDA to help us evaluate our business. We believe that these non-GAAP measures provide useful information to investors because they allow for greater transparency into what measures we use in operating our business and measuring our performance and enable comparison of financial trends and results between periods where items may vary independent of business performance. These non-GAAP measures are presented for supplemental informational purposes and should not be considered as substitutes for or superior to financial information presented in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude certain expenses that are required by GAAP to be recorded in our financial statements, and they are subject to inherent limitations as they reflect the exercise of judgment by our management about which expenses are excluded or included in determining these non-GAAP financial measures. Further, non-GAAP financial measures are not standardized. It may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures. In addition, investors are encouraged to review our condensed consolidated financial statements and the notes thereto in their entirety and not to rely on any single financial measure.

Previous wording

(1) Represents legal and accounting related expenses incurred in connection with becoming a public company.

Current wording

(1)Represents accounting and advisory expenses incurred in connection with becoming and operating as a public company.

Previous wording

As of September 30, 2025, we had cash and cash equivalents of$687.6 million. Until we generate sufficient operating cash flow to fully cover our operating expenses, working capital needs and planned capital expenditures, or if circumstances evolve differently than anticipated, we expect to utilize a combination of equity and debt financings to fund any future remaining capital needs. If we raise funds by issuing equity securities, dilution to stockholders may result. Any equity securities issued may also provide for rights, preferences, or privileges senior to those of holders of common stock. If we raise funds by issuing debt securities, these debt securities may have rights, preferences, and privileges senior to those of preferred and common stockholders. The terms of debt securities or borrowings could impose significant restrictions on our operations. The capital markets have in the past, and may in the future, experience periods of volatility that could impact the availability and cost of equity and debt financing. We can give no assurances that we will be able to secure such additional sources of funds to support our operations, or, if such funds are available to us, that such additional financing will be sufficient to meet our needs. See Note 1“Nature of Operations and Liquidity”to the Company’s unaudited interim condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, audited annual consolidated financial statements included in the Prospectus, and “Risk factors—Our business plan requires a significant amount of capital. We expect to require additional future funding to support our operations and implementation of our growth plans and we may be unable to access the capital and credit markets or borrow on affordable terms to obtain additional capital that we may require” included in “Risk Factors” in the Prospectus.

Current wording

We have incurred net losses and negative operating cash flows from operations since we were formed and began designing our electric aircraft in 2018 and we expect to continue to incur losses and negative operating cash flows for the foreseeable future until we successfully commence sustainable commercial operations. Historically, our primary sources of liquidity have been borrowings under our Ex-Im Credit Facility, equity financings, government funding and consideration from contracts with customers, as well as the proceeds from our IPO and the sale-leaseback transaction. To date, our primary use of capital has been for the development of our electric aircraft and Enabling Technologies. As of March 31, 2026, we had cash and cash equivalents of $1,589 million. Until we generate sufficient operating cash flow to fully cover our operating expenses, working capital needs and planned capital expenditures, or if circumstances evolve differently than anticipated, we expect to utilize a combination of equity and debt financings to fund any future remaining capital needs. If we raise funds by issuing equity securities, dilution to stockholders may result. Any equity securities issued may also provide for rights, preferences or privileges senior to those of holders of common stock. If we raise funds by issuing debt securities, these debt securities may have rights, preferences and privileges senior to those of common stockholders. The terms of debt securities or borrowings could impose significant restrictions on our operations. The capital markets have, in the past, and may, in the future, experience periods of volatility that could impact the availability and cost of equity and debt financing. We can give no assurances that we will be able to secure such additional sources of funds to support our operations or, if such funds are available to us, that such additional financing will be sufficient to meet our needs. See the heading “Our business plan requires a significant amount of capital. We expect to require additional future funding to support our operations and implementation of our growth plans and we may be unable to access the capital and credit markets or borrow on affordable terms to obtain additional capital that we may require” in Part I, Item 1A. “Risk Factors” included in the Annual Report for the year ended December 31, 2025.

Previous wording

Cash requirements can fluctuate based on business decisions that could accelerate or defer spending, including the timing or pace of certification, investments, infrastructure and production of electric aircraft, GSE and Enabling Technologies. Our future capital requirements will depend on many factors, including our revenue growth rate, the timing and the amount of cash or grants received from our customers or governmental entities, respectively, the expansion of sales and marketing activities, and the timing and extent of spending to support development efforts, including collaboration agreements.

Current wording

Cash requirements can fluctuate based on business decisions that could accelerate or defer spending, including the timing or pace of certification, investments, infrastructure and production of electric aircraft and Enabling Technologies. Our future capital requirements will depend on many factors, including our revenue growth rate, the timing and the amount of cash or grants received from our customers or governmental entities, respectively, the expansion of sales and marketing activities and the timing and extent of spending to support development efforts, including collaborative arrangem ents.

Previous wording

During the nine months ended September 30, 2025 and 2024, we used $24.4 million and $51.3 million in cash, respectively, to fund capital expenditures. We anticipate incurring additional capital expenditures during the remaining portion of the year ending December 31, 2025, primarily related to the purchase of aircraft, production tooling, facility improvements, and buildings.

Current wording

During the three months ended March 31, 2026 and 2025, we used $24.2 million and $6.3 million in cash, respectively, to fund capital expenditures. We anticipate incurring additional capital expenditures during the remaining portion of the year ending December 31, 2026, primarily related to the investment in machinery and equipment, buildings and our charging network.

Previous wording

We continue to experience negative cash flows from operations as we develop our electric aircraft, GSE and Enabling Technologies and prepare for the future commercialization of our products and services. Our cash flows from operating activities are significantly affected by our expenditures in research and development and overhead manufacturing related to the scaling of our operations. Our operating cash flows are also affected by our working capital needs to support growth, personnel related expenditures, accounts payable and other current assets and liabilities.

Current wording

We continue to experience negative cash flows from operations as we develop our electric aircraft and Enabling Technologies and prepare for the future commercialization of our products and services. Our cash flows from operating activities are significantly affected by our expenditures in research and development and overhead manufacturing related to the scaling of our operations. Our operating cash flows are also affected by our working capital needs to support growth, personnel-related expenditures, accounts payable and other current assets and liabilities.

Previous wording

For the nine months ended September 30, 2025, net cash used in operating activities was $183.4 million, primarily due to a net loss of $595.9 million, offset by non-cash charges including$16.3 million related to depreciation and amortization,$16.8 million related to stock based compensation, $355.6 million related to loss on issuance of convertible preferred stock, and $4.5 million of other non-cash charges, partially offset by $19.4 million of cash provided by changes in operating assets and liabilities. For the nine months ended September 30, 2025, cash provided by changes in operating assets and liabilities of$19.4 million was primarily attributable to an increase in accounts payable, accrued expenses, and current liabilities of$18.0 million.

Current wording

For the three months ended March 31, 2026, net cash used in operating activities was $95.4 million, primarily due to a net loss of $122.3 million and cash used by changes in operating assets and liabilities of $9.4 million, offset by non-cash charges including $6.2 million related to depreciation and amortization, $23.4 million related to stock-based compensation, $5.6 million of warrant expense and $1.1 million of other non-cash charges. For the three months ended March 31, 2026, cash used by changes in operating assets and liabilities of $9.4 million was primarily attributable to a decrease in accounts payable, accrued expenses and current liabilities of $7.1 million.

Previous wording

For the nine months ended September 30, 2024, net cash used in operating activities was $165.3 million, primarily due to a net loss of $199.2 million, partially offset by non-cash charges including$11.3 million related to depreciation and amortization,$9.2 million related to stock based compensation, and$2.5 million of other non-cash charges, partially offset by $10.9 million of cash provided by changes to operating assets and liabilities. For the nine months ended September 30, 2024, cash provided by changes in operating assets and liabilities of $10.9 million was primarily attributable to an increase in accounts payable, accrued expenses, and current liabilities of$7.6 million.

Current wording

For the three months ended March 31, 2025, net cash used in operating activities was $58.3 million, primarily due to a net loss of $78.3 million, offset by non-cash charges including $5.1 million related to depreciation and amortization, $7.3 million related to stock-based compensation, $1.5 million of other non-cash charges and $6.1 million of cash provided by changes to operating assets and liabilities. For the three months ended March 31, 2025, cash provided by changes to operating assets and liabilities of $6.1 million was primarily attributable to an increase in accounts payable, accrued expenses and current liabilities of $4.5 million.

Previous wording

We continue to experience negative cash flows from investing activities as we build our infrastructure and purchase equipment to support the development and commercialization of our electric aircraft and charging network. Cash flows used in investing activities primarily relate to capital expenditures to support our growth in operations, including expenditures related to the construction and expansion of our charging and production facilities, acquisitions of machinery and equipment, tooling and technology infrastructure, partially offset by proceeds from sales of property and equipment, customer funding from GSE installation and governmental grants.

Current wording

We continue to experience negative cash flows from investing activities as we build our infrastructure and purchase equipment to support the development and commercialization of our electric aircraft and charging network. Cash flows used in investing activities primarily relate to capital expenditures to support our growth in operations, including expenditures related to the construction and expansion of our charging and production facilities, acquisitions of machinery and equipment and tooling and technology infrastructure, partially offset by proceeds from sales of property and equipment.

Previous wording

For the nine months ended September 30, 2025, net cash used in investing activities was $24.4 million, primarily due to net purchases of property and equipment of $25.7 million.

Current wording

For the three months ended March 31, 2026, net cash used in investing activities was $24.2 million, due to net purchases of property and equipment.

Previous wording

For the nine months ended September 30, 2024, net cash used in investing activities was $51.3 million, primarily due to net purchases of property and equipment of $51.7 million.

Current wording

For the three months ended March 31, 2025, net cash used in investing activities was $6.3 million, primarily due to net purchases of property and equipment of $6.7 million, offset by proceeds from the sale of property and equipment.

Previous wording

Our contractual obligations and commercial commitments consist primarily of long-term debt obligation and operating leases. These contractual obligations impact our short-term and long-term liquidity and capital needs. As of September 30, 2025, there were no material changes to our contractual obligations and commercial commitments from those described in Note 5 “Notes Payable” and Note 6 “Leases” in the audited consolidated financial statements included within our Prospectus, other than as disclosed in Note 6 “Leases” to the interim condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.

Current wording

As of March 31, 2026, there were no material changes to our contractual obligations and commercial commitments from those described in Note 5 “Notes Payable” and Note 6 “Leases” in the audited consolidated financial statements included within our Annual Report for the year ended December 31, 2025.

Previous wording

Our consolidated financial statements are prepared in accordance with GAAP. In connection with preparing our consolidated financial statements and interim condensed consolidated financial statements, we are required to make assumptions and estimates about future events and apply judgments that affect the reported amounts of assets, liabilities, revenue, expense and the related disclosures. We base our assumptions, estimates and judgments on historical experience, current trends and other factors that management believes to be relevant at the time we prepare our consolidated financial statements. On a regular basis, management reviews the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with GAAP. However, because future events and their effects cannot be determined with certainty, actual results could differ materially from our assumptions and estimates. There have been no changes to our critical accounting estimates as disclosed in the audited consolidated financial statements included in the Prospectus.

Current wording

In connection with preparing our condensed consolidated financial statements, we are required to make assumptions and estimates about future events and apply judgments that affect the reported amounts of assets, liabilities, revenue, expense and the related disclosures. We base our assumptions, estimates and judgments on historical experience, current trends and other factors that management believes to be relevant at the time we prepare our consolidated financial statements. However, because future events and their effects cannot be determined with certainty, actual results could differ materially from our assumptions and estimates. During the three months ended March 31, 2026, there have been no material changes to our critical accounting estimates included in the Annual Report for the year ended December 31, 2025, other than as described below.

Previous wording

See Note 2 “Basis of Presentation and Accounting Policies” in the Notes to our audited historical consolidated financial statements in the Prospectusand interim condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, for a discussion of recent accounting pronouncements.

Current wording

See Note 2 “Basis of Presentation and Accounting Policies” to our condensed consolidated financial statements for a discussion of recent accounting pronouncements.
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Previous report — wording carried elsewhere

We have incurred net losses and negative operating cash flows from operations since we were formed and began designing our electric aircraft in 2018, and we expect to continue to incur losses and negative operating cash flows for the foreseeable future until we successfully commence sustainable commercial operations. Historically, our primary sources of liquidity have been borrowings under our Ex-Im Credit Facility, equity financings, government funding and consideration from contracts with customers as well as the proceeds from our IPO and the sale-leaseback transaction. To date, our primary use of capital has been for contractual obligations and the development of our electric aircraft, GSE and Enabling Technologies.