Joby Aviation, Inc.

Previous wording

Since our inception in 2009, we have been primarily engaged in research and development of eVTOL aircraft. We have incurred net operating losses and negative cash flows from operations in every year since our inception. As of June 30, 2026, we had an accumulated deficit of $3,141 million. We have funded our operations primarily with proceeds from the issuance of stock, convertible notes and the proceeds from our merger in August 2021 with Reinvent Technology Partners, (“RTP”), a special purpose acquisition company, through which we became a publicly-traded company.

Current wording

Since our inception in 2009, we have been primarily engaged in research and development of eVTOL aircraft. We have incurred net operating losses and negative cash flows from operations in every year since our inception. As of September 30, 2026, we had an accumulated deficit of $3,353 million. We have funded our operations primarily with proceeds from the issuance of stock, convertible notes and the proceeds from our merger in August 2021 with Reinvent Technology Partners (“RTP”), a special purpose acquisition company, through which we became a publicly-traded company.

Previous wording

For a more comprehensive discussion of the risks and uncertainties that could impact the Company’s business, please see the section entitled “Risk Factors” in the Company’s annual report on Form 10-K for the year ended December 31, 2025 and in our Quarterly Report for the quarter ended March 31, 2026.

Current wording

For a more comprehensive discussion of the risks and uncertainties that could impact our business, please see the section entitled “Risk Factors” in this quarterly report and in our annual report on Form 10-K for the year ended December 31, 2025 and quarterly report on Form 10-Q for the quarter ended March 31, 2026.

Previous wording

Our revenue will be directly tied to the continued development of short distance aerial transportation. While we believe the global market for UAM will be large, it remains undeveloped and there is no guarantee of future demand. We are targeting carrying our first passengers in 2026. Our business will require significant investment leading up to launching these services, including, but not limited to, final engineering designs, prototyping and testing, manufacturing, software development, certification, pilot training, infrastructure and commercialization.

Current wording

Our UAM revenue will be directly tied to the continued development of short distance aerial transportation. While we believe the global market for UAM will be large, it remains undeveloped and there is no guarantee of future demand. We are targeting carrying our first passengers in 2026. Our business will require significant investment leading up to launching these services, including, but not limited to, final engineering designs, prototyping and testing, manufacturing, software development, certification, pilot training, infrastructure and commercialization.

Previous wording

We believe one of the primary drivers for adoption of our aerial ridesharing service is the value proposition and time savings offered by aerial mobility relative to traditional ground-based transportation. Additional factors impacting the pace of adoption of our aerial ridesharing service may include but are not limited to: perceptions about eVTOL quality, safety, performance and cost; perceptions about the limited range over which eVTOL may be flown on a single battery charge; volatility in the cost of oil and gasoline; availability of competing forms of transportation, such as ground, air taxi or ride-hailing services; the development of adequate infrastructure; consumers’ perception about the safety, convenience and cost of transportation using eVTOL relative to ground-based alternatives; and increases in fuel efficiency, autonomy, or electrification of cars. In addition, macroeconomic factors could impact demand for UAM services, particularly if end-user pricing is at a premium to ground-based transportation alternatives. We anticipate initial operations in the U.S. under the eVTOL Integration Pilot Program (“eIPP”) to be followed by operations in selected high-density metropolitan areas where traffic congestion is particularly acute and operating conditions are suitable for early eVTOL operations.

Current wording

We believe one of the primary drivers for adoption of our aerial ridesharing service is the value proposition and time savings offered by aerial mobility relative to traditional ground-based transportation. Additional factors impacting the pace of adoption of our aerial ridesharing service may include but are not limited to: perceptions about eVTOL quality, safety, performance and cost; perceptions about the limited range over which eVTOL may be flown on a single battery charge; volatility in the cost of oil and gasoline; availability of competing forms of transportation, such as ground, air taxi or ride-hailing services; the development of adequate infrastructure; consumers’ perception about the safety, convenience and cost of transportation using eVTOL relative to ground-based alternatives; and increases in fuel efficiency, autonomy, or electrification of cars. In addition, macroeconomic factors could impact demand for UAM services, particularly if end-user pricing is at a premium to ground-based transportation alternatives. We anticipate initial operations in the eIPP to be followed by operations in selected high-density metropolitan areas where traffic congestion is particularly acute and operating conditions are suitable for early eVTOL operations.

Previous wording

We believe that the primary sources of competition for our service are ground-based mobility solutions, other eVTOL developers/operators and local/regional incumbent aircraft charter services. While we expect to be first to market with an eVTOL facilitated aerial ridesharing service, we expect this industry to be dynamic and increasingly competitive and our competitors could get to market before us, either generally or in specific markets. Even if we are first to market, we may not receive any competitive advantage or may be overtaken by other competitors. If new or existing companies launch competing solutions in the markets in which we intend to operate or obtain large-scale capital investment, we may face increased competition. Additionally, our competitors may benefit from our efforts in developing consumer and community acceptance for eVTOL aircraft and aerial ridesharing, making it easier for them to obtain the permits and authorizations required to operate an aerial ridesharing service in the markets in which we intend to launch or in other markets. If we do not capture the first mover advantage that we anticipate, it may harm our business, financial condition, operating results and prospects. For a more comprehensive discussion, please see the section entitled “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2025 and in our Quarterly Report for the quarter ended March 31, 2026.

Current wording

We believe that the primary sources of competition for our service are ground-based mobility solutions, other eVTOL developers/operators and local/regional incumbent aircraft charter services. While we expect to be first to market with an eVTOL facilitated aerial ridesharing service, we expect this industry to be dynamic and increasingly competitive and our competitors could get to market before us, either generally or in specific markets. Even if we are first to market, we may not receive any competitive advantage or may be overtaken by other competitors. If new or existing companies launch competing solutions in the markets in which we intend to operate or obtain large-scale capital investment, we may face increased competition. Additionally, our competitors may benefit from our efforts in developing consumer and community acceptance for eVTOL aircraft and aerial ridesharing, making it easier for them to obtain the permits and authorizations required to operate an aerial ridesharing service in the markets in which we intend to launch or in other markets. If we do not capture the first mover advantage that we anticipate, it may harm our business, financial condition, operating results and prospects. For a more comprehensive discussion, please see the section entitled “Risk Factors” in this quarterly report and in our annual report on Form 10-K for the year ended December 31, 2025 and quarterly report on Form 10-Q for the quarter ended March 31, 2026.

Previous wording

We signed a revised, stage 4 “G-1” certification basis for our aircraft with the FAA in July 2022, which was published in final form in the Federal Register in March 2024. This agreement lays out the specific requirements that need to be met by our aircraft for it to be certified for commercial operations. Reaching this milestone marks a key step towards certifying any new aircraft in the U.S. We think of the FAA type certification process in five stages and have made significant progress towards certification. We have completed or substantially completed three of these five stages, are approximately 75% complete in the fourth stage and are making steady progress through the fifth stage. While type certification is required for us to conduct widespread commercial operations in the United States, we see increasingly attractive opportunities under the eIPP to begin initial flights in key U.S. markets that align with our plans for priority launch markets, prior to type certification.

Current wording

We signed a revised, stage 4 “G-1” certification basis for our aircraft with the FAA in July 2022, which was published in final form in the Federal Register in March 2024. This agreement lays out the specific requirements that need to be met by our aircraft for it to be certified for commercial operations. Reaching this milestone marks a key step towards certifying any new aircraft in the U.S. We think of the FAA type certification process in five stages and have made significant progress towards certification. We have completed or substantially completed three of these five stages, more than 80% complete in the fourth stage and are making steady progress through the fifth and final stage. While type certification is required for us to conduct widespread commercial operations in the United States, we see increasingly attractive opportunities under the eIPP to begin initial flights in key U.S. markets that align with our plans for priority launch markets, prior to type certification.

Previous wording

In December 2020, we became, to our knowledge, the first company to receive airworthiness approval for an eVTOL aircraft for a flight clearance from the USAF to conduct a government test. Our multi-year relationship with the DOD and other U.S. government agencies has provided us with a compelling opportunity to more thoroughly understand the operational capabilities and maintenance profiles of our aircraft in advance of commercial launch.

Current wording

In December 2020, we became, to our knowledge, the first company to receive airworthiness approval for an eVTOL aircraft for a flight clearance from the USAF to conduct a government test. Our multi-year relationship with the U.S. Department of Defense (DOD) and other U.S. government agencies has provided us with a compelling opportunity to more thoroughly understand the operational capabilities and maintenance profiles of our aircraft in advance of commercial launch.

Previous wording

With growing USAF interest in hybrid powertrains and autonomy in aviation, we leveraged our existing aircraft platform to address these areas. In the summer of 2025, we participated in the USAF’s Resolute Force Pacific (“REFORPAC”) exercise, successfully demonstrating our Superpilot(TM) autonomous flight technology. We continue to work on autonomy programs with the USAF, including a multi-million dollar, multi-year program to advance our autonomy technology. Additionally, we are working with L3Harris on leveraging our platform to address opportunities to sell aircraft for defense applications. We are actively pursuing additional contracts with the DOD and other government agencies in these areas and believe that our investments in hydrogen-electric and autonomous technology position us to capitalize on these opportunities in the future.

Current wording

With growing USAF interest in hybrid powertrains and autonomy in aviation, we leveraged our existing aircraft platform to address these areas. In the summer of 2025, we participated in the USAF’s Resolute Force Pacific (“REFORPAC”) exercise, successfully demonstrating our autonomous flight technology. We continue to work on autonomy programs with the USAF, including a multi-million dollar, multi-year program to advance our autonomy technology. In October 2026, following successful cross-country flights of a Cessna Caravan equipped with our autonomous technology, we announced that the U.S. Air Force expanded contracts related to our autonomous flight technology, bringing the Air Force’s total commitment from $20 million to nearly $37 million. Additionally, we are working with L3Harris on leveraging our platform to address opportunities to sell aircraft for defense applications. We are actively pursuing additional contracts with the DOD and other government agencies in these areas and believe that our investments in hydrogen-electric and autonomous technology position us to capitalize on these opportunities in the future.

Previous wording

The global economy has recently seen a significant rise in tariffs and other protective trade measures that have applied to a wide range of finished goods and raw materials. While tariffs have not had a significant impact on our business, financial condition or results of operations to date due to the limited scale of our prototype manufacturing and focus on certification efforts, over time new tariffs or other restrictions imposed in connection with trade wars or political instability could increase the costs of raw materials and other goods, both for us and our suppliers, particularly as we begin to scale our manufacturing operations and produce aircraft for commercial use. We believe that our high level of vertical integration, coupled with our investments in U.S. manufacturing facilities, gives us a competitive advantage with increased flexibility to adapt to future trade policy changes and are actively working to minimize the potential impact of any such tariffs or other restrictions. For a more comprehensive discussion, please see the section entitled “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2025 and in our Quarterly Report for the quarter ended March 31, 2026.

Current wording

The global economy has recently seen a significant rise in tariffs and other protective trade measures that have applied to a wide range of finished goods and raw materials. While tariffs have not had a significant impact on our business, financial condition or results of operations to date due to the limited scale of our prototype manufacturing and focus on certification efforts, over time new tariffs or other restrictions imposed in connection with trade wars or political instability could increase the costs of raw materials and other goods, both for us and our suppliers, particularly as we begin to scale our manufacturing operations and produce aircraft for commercial use. We believe that our high level of vertical integration, coupled with our investments in U.S. manufacturing facilities, gives us a competitive advantage with increased flexibility to adapt to future trade policy changes and are actively working to minimize the potential impact of any such tariffs or other restrictions. For a more comprehensive discussion, please see the section entitled “Risk Factors” in this quarterly report and in our annual report on Form 10-K for the year ended December 31, 2025 and quarterly report on Form 10-Q for the quarter ended March 31, 2026.

Previous wording

Other revenue primarily includes revenue from government flight services, engineering services and rental income from third-party leasing arrangements. Government flight services revenue primarily includes consideration for our performance of customer-directed flights and on-base operations for various U.S. Department of Defense (DOD) agencies. The other revenue is recognized (i) over time, as the performance obligations are satisfied, in an amount that reflects the consideration we expect to be entitled to in exchange for those services, typically measured based on flight hours, service hours, milestones, or other relevant metrics; or (ii) at a point in time, upon termination of a contract, if applicable, when we have fulfilled our obligations and no further performance is required.

Current wording

Other revenue primarily includes revenue from government flight services, engineering services and rental income from third-party leasing arrangements. Government flight services revenue primarily includes consideration for our performance of customer-directed flights and on-base operations for various DOD agencies. The other revenue is recognized (i) over time, as the performance obligations are satisfied, in an amount that reflects the consideration we expect to be entitled to in exchange for those services, typically measured based on flight hours, service hours, milestones, or other relevant metrics; or (ii) at a point in time, upon termination of a contract, if applicable, when we have fulfilled our obligations and no further performance is required.

Previous wording

Publicly-traded warrants (“Public Warrants”), private placement warrants issued to Sponsor (“Private Placement Warrants”), warrants issued to Delta Air Lines, Inc. (“Delta Warrants”), shares of common stock owned by Sponsor subject to certain terms on vesting, lock-up and transfer (“Earnout Shares”) and contingent consideration related to Blade acquisition EBITDA Earnout are recorded as liabilities and subject to remeasurement to fair value at each balance sheet date. We expect to incur an incremental income (expense) in the consolidated statements of operations for the fair value adjustments for these outstanding liabilities at the end of each reporting period, except for the Private Placement Warrants, which were fully exercised on August 11, 2025 as described in Note 8 in our annual report on Form 10-K for the year ended December 31, 2025.

Current wording

Publicly traded warrants (“Public Warrants”), private placement warrants issued to Sponsor (“Private Placement Warrants”), warrants issued to Delta Air Lines, Inc. (“Delta Warrant”), shares of common stock owned by Sponsor subject to certain terms on vesting, lock-up and transfer (“Earnout Shares”) and contingent consideration related to the Blade acquisition EBITDA Earnout were initially recorded as liabilities and were remeasured to fair value at each balance sheet date. The Private Placement Warrants were fully exercised on August 11, 2025, and all remaining Public Warrants expired unexercised on August 10, 2026. Accordingly, neither the Private Placement Warrants nor the Public Warrants remained outstanding as of September 30, 2026. The EBITDA Earnout performance contingency was resolved on September 1, 2026, following achievement of the maximum EBITDA targets and the amount payable became fixed at $17.5 million and was no longer subject to recurring fair value remeasurement. On September 8, 2026, we settled the $17.5 million EBITDA Earnout through the issuance of 2,419,801 shares of our common stock with a fair value of $16.6 million. Accordingly, no EBITDA Earnout liability remained outstanding as of September 30, 2026. We expect to continue recognizing gains or losses in the condensed consolidated statements of operations from fair value adjustments to the Delta Warrant and Earnout Shares liabilities at each reporting date. See Note 7 to our condensed consolidated financial statements for additional information.

Previous wording

On August 29, 2025, the Company completed the acquisition of 100% of the outstanding equity of Blade Urban Air Mobility, Inc., a wholly owned subsidiary of Strata Critical Medical, Inc., f/k/a Blade Air Mobility, Inc. Blade operates a technology-powered, global urban air mobility platform through which it provides air charter broker and other services. The transaction is expected to unlock immediate market access and infrastructure across key urban corridors in New York City and Southern Europe that allows the Company to combine its best-in-class technology with Blade’s experience of delivering premium customer transportation at scale.

Current wording

On August 29, 2025, we completed the acquisition of 100% of the outstanding equity of Blade Urban Air Mobility, Inc. (“Blade”), a wholly owned subsidiary of Strata Critical Medical, Inc., f/k/a Blade Air Mobility, Inc. Blade operates a technology-powered, global urban air mobility platform through which it provides air charter broker and other services. The transaction unlocked immediate market access and infrastructure across key urban corridors in New York City and Southern Europe and allowed us to combine our best-in-class technology with Blade’s experience of delivering premium customer transportation at scale.

Previous wording

The Company acquired all assets and assumed liabilities of Blade for total purchase consideration of $92.4 million, consisting of (i) 5,325,585 shares of the Company’s common stock with an aggregate fair value of $74.5 million, calculated net of $1.5 million attributed to the Company’s post-combination compensation expense, (ii) payments contingent upon the achievement of future Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) targets with a fair value of $7.6 million (“EBITDA Earnout”), (iii) indemnity holdback amount of $10.0 million (“Indemnity Holdback”), and (iv) pre-combination-attributed fair value of substitution RSUs of $0.3 million. The acquisition was accounted for as a business combination in accordance with ASC 805, Business Combinations, which requires that the assets acquired and liabilities assumed in a business combination be recognized at their estimated acquisition-date fair values (see Note 4).

Current wording

We acquired all assets and assumed liabilities of Blade for initial purchase consideration of $92.4 million, consisting of (i) 5,325,585 shares of our common stock with an aggregate fair value of $74.5 million, calculated net of $1.5 million attributed to our post-combination compensation expense, (ii) payments contingent upon the achievement of future Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) targets with a fair value of $7.6 million (“EBITDA Earnout”), (iii) indemnity holdback amount of $10.0 million (“Indemnity Holdback”), and (iv) pre-combination-attributed fair value of substitution RSUs of $0.3 million. The acquisition was accounted for as a business combination in accordance with ASC 805, Business Combinations, which requires that the assets acquired and liabilities assumed in a business combination be recognized at their acquisition-date fair values (see Note 4).

Previous wording

Interest income consists primarily of interest earned on our cash and cash equivalents and investments in marketable securities.

Current wording

Interest and other income, net includes interest earned on our cash and cash equivalents and investments in marketable securities, as well as interest expense associated with our convertible notes and mortgage loan.

Previous wording

Cost of Revenue increased by $28.3 million to $28.3 million during the three months ended June 30, 2026 from $0.0 million during the three months ended June 30, 2025 primarily due to the passenger service costs from our Blade offering after Blade acquisition, cost of providing engineering services and costs associated with third-party leasing arrangements.

Current wording

Cost of Revenue increased by $29.0 million to $39.0 million during the three months ended September 30, 2026 from $10.1 million during the three months ended September 30, 2025 primarily due to the inclusion of a full quarter of passenger service costs from our Blade offering in 2026, compared to approximately one month in 2025 following the August 29, 2025 acquisition. The increase also reflected costs of providing engineering services and costs associated with third-party leasing arrangements.

Previous wording

Research and development expenses increased by $58.3 million, or 43%, to $194.7 million during the three months ended June 30, 2026 from $136.4 million during the three months ended June 30, 2025. The increase was primarily attributable to increases in personnel and related costs to support aircraft engineering, software development, prototype manufacturing, and certification.

Current wording

Research and development expenses increased by $59.4 million, or 40%, to $208.6 million during the three months ended September 30, 2026 from $149.2 million during the three months ended September 30, 2025. The increase was primarily attributable to increases in personnel and related costs to support aircraft engineering, software development, prototype manufacturing, and certification.

Previous wording

Total other income (loss), net increased by $172.3 million, or 110%, to a gain of $15.6 million during the three months ended June 30, 2026 from a loss of $156.7 million during the three months ended June 30, 2025. The increase was driven primarily by a $122.9 million favorable change in the fair value of warrants, earnout shares and contingent consideration, net. It was further driven by a $9.1 million increase in interest and other income, net, primarily due to higher investible funds following our equity and convertible note offerings in February 2026, partially offset by interest expense on the convertible notes issued in February 2026 and mortgage loan entered into in connection with the acquisition of an industrial property. The increase also reflected the absence in 2026 of a $40.3 million loss recognized in 2025 on the issuance of common stock in a private placement, which represented the difference between the aggregate purchase price received and the fair value of shares issued as of the date of issuance.

Current wording

Total other income (loss), net increased by $286.0 million, or 130%, to a gain of $66.5 million during the three months ended September 30, 2026 from a loss of $219.5 million during the three months ended September 30, 2025. The increase was primarily driven by a $278.9 million favorable change in the fair value of warrants, earnout shares and contingent consideration, net. It was further driven by a $7.1 million increase in interest and other income, net, primarily due to higher investible funds following our equity and convertible note offerings in February 2026, partially offset by interest expense on the convertible notes issued in February 2026 and mortgage loan entered into in connection with the acquisition of an industrial property.

Previous wording

Comparison of the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025

Current wording

Comparison of the Nine Months Ended September 30, 2026 to the Nine Months Ended September 30, 2025

Previous wording

Cost of Revenue increased by $47.1 million to $47.1 million during the six months ended June 30, 2026 from $0.0 million during the six months ended June 30, 2025 primarily due to the passenger service costs from our Blade offering after Blade acquisition, cost of providing engineering services and costs associated with third-party leasing arrangements.

Current wording

Cost of Revenue increased by $76.1 million to $86.1 million during the nine months ended September 30, 2026 from $10.1 million during the nine months ended September 30, 2025 primarily due to the inclusion of nine months of passenger service costs from our Blade offering in 2026, compared to approximately one month in 2025 following the August 29,

Previous wording

Research and development expenses increased by $101.5 million, or 37%, to $372.1 million during the six months ended June 30, 2026 from $270.7 million during the six months ended June 30, 2025. The increase was primarily attributable to increases in personnel to support aircraft engineering, software development, manufacturing process development, and certification.

Current wording

Research and development expenses increased by $160.9 million, or 38%, to $580.7 million during the nine months ended September 30, 2026 from $419.8 million during the nine months ended September 30, 2025. The increase was primarily attributable to increases in personnel to support aircraft engineering, software development, manufacturing process development, and certification.

Previous wording

Selling, general and administrative expenses increased by $77.6 million, or 128%, to $138.1 million during the six months ended June 30, 2026 from $60.5 million during the six months ended June 30, 2025. The increase was primarily attributable to increases in stock-based compensation, payroll and other indirect operating expenses associated with the Blade acquisition and increases in legal and marketing spend.

Current wording

Selling, general and administrative expenses increased by $118.2 million, or 112%, to $223.7 million during the nine months ended September 30, 2026 from $105.5 million during the nine months ended September 30, 2025. The increase was primarily attributable to the inclusion of nine months of Blade’s selling, general and administrative expenses in 2026, compared to approximately one month in 2025 following the August 29, 2025 acquisition, increases in legal and marketing spend, stock-based compensation, payroll and acquisition-related costs associated with our pending acquisition of Resonant Sciences.

Previous wording

Total other income (loss), net increased by $215.2 million, or 284%, to a gain of $139.4 million during the six months ended June 30, 2026 from a loss of $75.8 million during the six months ended June 30, 2025. The increase was driven primarily by a $157.9 million favorable change in the fair value of warrants, earnout shares and contingent consideration, net. It was further driven by a $17.0 million increase in interest and other income, net, primarily due to higher investible funds following our equity and convertible note offerings in February 2026, partially offset by interest expense on the convertible notes issued in February 2026 and mortgage loan entered into in connection with the acquisition of an industrial property. The increase also reflected the absence in 2026 of a $40.3 million loss recognized in 2025 on the issuance of common stock in a private placement, which represented the difference between the aggregate purchase price received and the fair value of the shares issued as of the date of issuance.

Current wording

Total other income (loss), net increased by $501.1 million, or 170%, to a gain of $205.9 million during the nine months ended September 30, 2026 from a loss of $295.3 million during the nine months ended September 30, 2025. The increase was primarily driven by a $436.9 million favorable change in the fair value of warrants, earnout shares and contingent consideration, net. It was further driven by a $24.0 million increase in interest and other income, net, primarily due to higher investible funds following our equity and convertible note offerings in February 2026, partially offset by interest expense on the convertible notes issued in February 2026 and mortgage loan entered into in connection with the acquisition of an industrial property. The increase also reflected the absence in 2026 of a $40.3 million loss recognized in 2025 on the issuance of common stock in a private placement, which represented the difference between the aggregate purchase price received and the fair value of the shares issued as of the date of issuance.

Previous wording

In December 2024, we entered into an Equity Distribution Agreement with Morgan Stanley & Co. LLC and Allen & Company LLC, as sales agents (“Equity Distribution Agreement”), through which we may offer and sell, from time to time at our sole discretion, up to an aggregate of $300.0 million of our common stock in an “at-the-market” offering (“ATM Offering”). As of June 30, 2026, 29,950,799 shares of our common stock have been sold pursuant to the Equity Distribution Agreement for net proceeds of $282.4 million. As of June 30, 2026, $8.1 million remains available for sale under the Equity Distribution Agreement.

Current wording

In December 2024, we entered into an Equity Distribution Agreement with Morgan Stanley & Co. LLC and Allen & Company LLC, as sales agents (the “2024 Equity Distribution Agreement”), through which we may offer and sell, from time to time at our sole discretion, up to an aggregate of $300.0 million of our common stock in an “at-the-market” offering. As of September 30, 2026, 29,950,799 shares of our common stock have been sold pursuant to the 2024 Equity Distribution Agreement for net proceeds of $282.4 million. No amounts remained available for sale under the 2024 Equity Distribution Agreement.

Previous wording

As of June 30, 2026, we had cash, cash equivalents and restricted cash of $636.1 million and short-term investments in marketable securities of $1,634.0 million. Restricted cash, totaling $6.2 million, reflects primarily cash temporarily retained for an aircraft purchase and a security deposit on leased facilities. We believe that our cash, cash equivalents and short-term investments will satisfy our working capital and capital requirements for at least the next twelve months.

Current wording

As of September 30, 2026, we had cash, cash equivalents and restricted cash of $523.0 million and short-term investments in marketable securities of $1,676.3 million. Restricted cash, totaling $1.4 million, primarily consists of security deposits for leased facilities and collateral for bonds required in the ordinary course of business. We believe that our cash, cash equivalents and short-term investments will satisfy our working capital and capital requirements for at least the next twelve months.

Previous wording

We expect our cash and cash equivalents on hand together with additional proceeds from the Toyota Investment and cash we expect to generate from future operations will provide sufficient funding to support us beyond the initial launch of our commercial operations. 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 financing 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 would 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 upheaval that could impact the availability and cost of equity and debt financing.

Current wording

We expect our cash and cash equivalents on hand together with additional proceeds from the second tranche of the Toyota Investment and cash we expect to generate from future operations will provide sufficient funding to support us beyond the initial launch of our commercial operations. 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 financing 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 would 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 upheaval that could impact the availability and cost of equity and debt financing.

Previous wording

Our principal uses of cash in recent periods were to fund our research and development activities, personnel costs and support services. Near-term cash requirements will also include spending on manufacturing facilities, ramping up production and supporting production certification, scaled manufacturing operations for commercialization, infrastructure and vertiports development, pilot training facilities, software development and production of aircraft. Our material contractual cash obligations include debt service requirements under the 2032 Notes and the mortgage loan, which was obtained in connection with the March 2026 acquisition of an industrial property in Ohio. The 2032 Notes require semiannual interest payments and, unless earlier repurchased, redeemed or converted, repayment of the $690.0 million aggregate principal amount at maturity in February 2032. The mortgage loan requires monthly interest-only payments at a fixed annual interest rate of 6.784%, with the outstanding principal balance of $30.75 million due at maturity in March 2036. See Note 6, Long-term debt, to our Condensed Consolidated Financial Statements for additional information. Beyond these contractual obligations, our future cash requirements will depend on, among other factors, the timing and amount of our planned operating and capital expenditures.

Current wording

Our principal uses of cash in recent periods were to fund our research and development activities, personnel costs and support services. Near-term cash requirements will also include spending on manufacturing facilities, ramping up production and supporting production certification, scaled manufacturing operations for commercialization, infrastructure and vertiports development, pilot training facilities, software development, production of aircraft and our acquisition of Resonant Sciences. Our material contractual cash obligations include debt service requirements under the 2032 Notes and the mortgage loan, which was obtained in connection with the March 2026 acquisition of an industrial property in Ohio, along with the cash portion of the consideration to be paid for the acquisition of Resonant Sciences. The 2032 Notes require semiannual interest payments and, unless earlier repurchased, redeemed or converted, repayment of the $690.0 million aggregate principal amount at maturity in February 2032. The mortgage loan requires monthly interest-only payments at a fixed annual interest rate of 6.784%, with the outstanding principal balance of $30.75 million due at maturity in March 2036. See Note 6, Long-term debt, to our Condensed Consolidated Financial Statements for additional information. Beyond these contractual obligations, our future cash requirements will depend on, among other factors, the timing and amount of our planned operating and capital expenditures.

Previous wording

Net cash used in operating activities for the six months ended June 30, 2026 was $317.6 million, consisting primarily of a net loss of $355.4 million, adjusted for non-cash items of $96.0 million stock-based compensation expense and $22.9 million depreciation and amortization expense, non-cash interest expense, and amortization of debt discount and issuance costs of $3.6 million and a net decrease in our net working capital of $19.9 million, partially offset by a $102.7 million gain from change in the fair value of warrants, earnout shares and contingent consideration, net and $1.9 million net accretion and amortization of our investments in marketable securities.

Current wording

Net cash used in operating activities for the nine months ended September 30, 2026 was $486.2 million, consisting primarily of a net loss of $567.2 million, adjusted for non-cash items of $150.7 million stock-based compensation expense, $34.9 million depreciation and amortization expense, non-cash interest expense and amortization of debt discount and issuance costs of $3.0 million, and a net decrease in our net working capital of $46.9 million, partially offset by $152.4 million gain from change in the fair value of warrants, earnout shares and contingent consideration, net and $2.1 million net accretion and amortization of our investments in marketable securities.

Previous wording

Net cash used in operating activities for the six months ended June 30, 2025 was $217.5 million, consisting primarily of a net loss of $407.1 million, adjusted for non-cash items, including a $55.3 million loss from change in the fair value of warrants, earnout shares and contingent consideration, net, $53.6 million stock-based compensation expense, a $40.3 million loss related to common stock issuance in a private placement, a net decrease in our net working capital of $26.7 million and $18.9 million depreciation and amortization expense, partially offset by a $5.1 million net accretion and amortization of our investments in marketable securities.

Current wording

Net cash used in operating activities for the nine months ended September 30, 2025 was $356.7 million, consisting primarily of a net loss of $808.3 million, adjusted for non-cash items, including a $284.4 million loss from change in the fair value of warrants, earnout shares and contingent consideration, net, $86.4 million stock-based compensation expense, a $40.3 million loss related to common stock issuance in a private placement, a net decrease in our net working capital of $18.6 million and $29.1 million depreciation and amortization expense, partially offset by a $7.3 million net accretion and amortization of our investments in marketable securities.

Previous wording

Net cash used in investing activities for the six months ended June 30, 2026 of $579.3 million was primarily due to purchases of marketable securities of $814.1 million and purchases of property and equipment of $106.6 million, partially offset by proceeds from sales and maturities of marketable securities of $341.3 million.

Current wording

Net cash used in investing activities for the nine months ended September 30, 2026 of $651.5 million was primarily due to purchases of marketable securities of $1,052.3 million and purchases of property and equipment of $131.3 million, partially offset by proceeds from sales and maturities of marketable securities of $532.0 million.

Previous wording

Net cash provided by investing activities for the six months ended June 30, 2025 was $56.2 million, primarily due to proceeds from sales and maturities of marketable securities of $368.7 million, partially offset by purchases of marketable securities of $285.4 million and purchases of property and equipment of $27.1 million.

Current wording

Net cash used in investing activities for the nine months ended September 30, 2025 was $66.9 million, primarily due to purchases of marketable securities of $594.2 million and purchases of property and equipment of $40.1 million partially offset by proceeds from sales and maturities of marketable securities of $565.6 million and net cash acquired in the Blade acquisition of $1.9 million.

Previous wording

Net cash provided by financing activities for the six months ended June 30, 2026 was $1,291.2 million, primarily due to net proceeds of $576.3 million from the underwritten common stock offering, net proceeds of $669.7 million from issuance of convertible notes, proceeds from the exercise of stock options and warrants of $70.7 million, $30.8 million of proceeds from the mortgage loan and proceeds from the issuance of common stock under the 2021 ESPP of $8.2 million, partially offset by payment for capped calls of $63.3 million and repayments of obligations under finance lease of $1.1 million.

Current wording

Net cash provided by financing activities for the nine months ended September 30, 2026 was $1,419.0 million, primarily due to net proceeds of $576.3 million from the underwritten common stock offering, net proceeds of $669.7 million from issuance of convertible notes, net proceeds of $128.2 million from the 2026 ATM Offering, proceeds from the exercise of stock options and warrants of $71.0 million, $30.8 million of proceeds from the mortgage loan and proceeds from the issuance of common stock under the 2021 ESPP of $8.2 million, partially offset by payment for capped calls of $63.3 million and repayments of obligations under finance lease of $1.9 million.

Previous wording

Net cash provided by financing activities for the six months ended June 30, 2025 was $298.0 million, primarily due to net proceeds of $249.9 million from issuance of common stock in private placement with Toyota, net proceeds of $43.0 million from issuance of common stock in at-the-market public offering, proceeds from the issuance of common stock under the 2021 ESPP of $5.0 million and $1.0 million proceeds from exercise of stock options and issuance of common stock warrants, partially offset by repayment of tenant improvement loan and obligations under finance lease of $0.9 million.

Current wording

Net cash provided by financing activities for the nine months ended September 30, 2025 was $432.6 million, primarily due to net proceeds of $249.9 million from issuance of common stock in private placement with Toyota, net proceeds of $143.9 million from issuance of common stock in at-the-market public offering, proceeds from the issuance of common stock under the 2021 ESPP of $5.0 million and $35.0 million proceeds from exercise of stock options and common stock warrants, partially offset by repayment of tenant improvement loan and obligations under finance lease of $1.2 million.