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Intuitive Machines, Inc.

For the period ended Jun 30, 2025. Filed Aug 7, 2025.

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.

Jun 30, 2025 · Filed Aug 7, 2025

LUNR$10.47+21.5%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 2025-03-31; filed 2025-05-13.

0001844452-25-000043

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

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-07.

0001844452-25-000054

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 164 previous paragraphs and 179 current paragraphs.

114 unchanged; 34 reworded; 30 added; 15 removed; 1 previous and 1 current paragraphs rearranged.

Tables are not compared: 6 previous and 6 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 (30)

Current report

In July 2025, we received a $9.8 million government contract from a National Security customer to advance our Orbital Transfer Vehicle design. This phase two award represents the final engineering milestone prior to manufacturing the vehicle as early as 2026 and expands our in-space mobility solutions beyond lunar surface delivery into the rapidly growing market for in-space logistics.

Current report

On August 6, 2025, we entered into a stock purchase agreement to acquire 100% of the issued and outstanding capital stock of KinetX, Inc (“KinetX”). KinetX is a privately-held, Arizona-based aerospace company with more than 30 years of experience delivering flight-proven, deep space navigation, systems engineering, ground software, and constellation mission design to the U.S. government and international customers. The aggregate base consideration for the acquisition is $30.0 million, payable at closing in a combination of cash and the Company’s Class A common stock. The purchase price is subject to certain working capital and other adjustments as set for in the stock purchase agreement. The closing of the transaction is expected to occur on or before October 1, 2025 and is subject to usual and customary closing conditions.

Current report

The acquisition reinforces the Company’s flight dynamics and navigation business line within Intuitive Machines’ Data Transmission Services pillar. Intuitive Machines plans to pair KinetX software and talent with its lunar-proven flight systems, positioning the Company to lead in emerging opportunities like NASA’s Near Space Network Services, the potential for Tracking and Data Relay Satellite System replacement, Mars data relay missions, and commercial operations of legacy Deep Space Network infrastructure.

Current report

In July 2025, we executed an amendment to our ground lease agreement to expand our Lunar Production and Operations Center (“LPOC”) at the Houston Spaceport at Ellington Airport. The expansion calls for an additional investment of at least $12.0 million by the Company for new production and testing facilities, plus support infrastructure, to scale our lunar lander assembly, Earth-reentry systems, Lunar Terrain Vehicle development, and NASA’s Near Space Network Services. The amendment expands the total leased project site by an additional tract of approximately 3.0 acres. Upon completion of the construction, the original lease term will be extended from 20 to 25 years with three optional renewal periods of 5 years each.

Current report

In July 2025, we executed a sublease for additional office and production space at the Houston Spaceport at Ellington Airport totaling approximately 116,000 square feet. We expect the lease to commence on or around October 1, 2025 with a term that extends through August 31, 2032. The leased production space includes turn-key production equipment, including test facilities, that allow for an efficient and cost-effective expansion of our manufacturing capabilities.

Current report

On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act ("OBBBA"). The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation. ASC 740, “Income Taxes”, requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted. We are currently assessing the OBBBA's impact on our condensed consolidated financial statement, but no material impact to the tax accounts is expected.

Current report

Total revenue increased by$8.7 million, or 21%, for thethree months ended June 30, 2025 compared to the same period in 2024, primarily driven by overall increases in revenue from CLPS mission contracts of$11.7 million (as further discussed below) and new projects ramping up in 2025, most notably the NSN contract with an increase in revenue of$9.5 million and the LTV contract with an increase in revenue of $3.9 million. Various other engineering services revenue increased by approximately $3.1 million. These increases were partially offset by decreases on the OMES III contract of approximately$19.5 million primarily due to NASA’s cancellation of the OSAM project task orders.

Current report

For thethree months ended June 30, 2025 compared to the same period in 2024, revenue on the IM-2 mission increased slightly by$0.4 million as the mission was completed in March 2025 and the close-out process is expected to be finalized in the third quarter of 2025. Revenue from the IM-3 mission increased $3.7 million compared to the same period in the prior year and was $0.9 million for the three months ended June 30, 2025 which includes the impact of increases to estimated costs driven by the alignment of the mission schedule with the completion of an internally-developed satellite to be placed in lunar orbit to meet NSNS contract obligations. For the three months ended June 30, 2024, revenue for the IM-3 mission was $(2.8) million and included unfavorable adjustments from task order modifications which extended the mission launch window. The IM-4 mission was awarded in August 2024 and we recognized revenue of$7.6 million during thethree months ended June 30, 2025.

Current report

Total cost of revenue increased by$4.5 million, or 8%, for thethree months ended June 30, 2025 compared to the same period in 2024, primarily driven byoverall cost increases related to the CLPS mission contracts of $13.1 million (as further discussed below), as well as increases on the LTV contract of $3.3 million, the NSN contract of $3.8 million, and other engineering services of $2.6 million. These increases were offset by cost decreases on the OMES III contract of$18.3 million due to NASA’s cancellation of the OSAM project task orders.

Current report

The IM-2 mission cost of revenue decreased to $0.7 million for the three months ended June 30, 2025 from $9.3 million for the same period in 2024, as the mission was completed in March 2025 and the close-out process is expected to be completed during the third quarter of 2025. IM-3 mission cost of revenue increased to $17.4 million for the three months ended June 30, 2025 compared to $7.0 million for the same period in 2024, primarily driven by the 2025 cost adjustments to align the mission schedule with the completion of an internally-developed satellite to be placed in lunar orbit to meet NSNS contract obligations. As of June 30, 2025, the IM-3 contract is in a loss position and the accrued contract loss increased by approximately $18.2 million during the three months ended June 30, 2025 primarily related to the cost adjustments as previously discussed. The IM-4 mission which was awarded in August 2024, incurred cost of revenue of $11.2 million during the three months ended June 30, 2025. During the second quarter of 2025, IM-4 became a loss contract with an accrued contract loss of approximately $2.7 million for the three months ended June 30, 2025.

Current report

General and administrative expense (excluding depreciation) increased by $5.0 million for the three months ended June 30, 2025 compared to the same period in 2024, and $4.8 million for the six months ended June 30, 2025 compared to the same period in 2024. These increases primarily reflect the Company’s investment in its workforce to support our operations and business infrastructure, business development, information technology to optimize corporate and operational processes and systems, and research and development initiatives to expand our product and service capabilities. These increases are summarized below.

Current report

The $5.0 million increase for the three months ended June 30, 2025 compared to the same period in 2024 was due to higher employee compensation and benefits expense of $0.6 million, share-based compensation expense of $0.6 million, professional services of $0.5 million driven by legal fees, bids and proposals cost of $0.7 million, software licenses of $0.6 million, and various other administrative costs of $0.6 million. Also, there was a $1.4 million net change in bad debt expense driven by recoveries during the second quarter of 2024.

Current report

The $4.8 million increase for the six months ended June 30, 2025 compared to the same periods in 2024, was due to higher employee compensation and benefits expense of $2.2 million, software licenses of $1.1 million, research and development expense of $0.8 million, bids and proposals cost of $0.7 million, and various other administrative costs of $1.0 million, slightly offset by decreases in share-based compensation expense of $0.5 million due to the timing of awards vested, and professional services of $0.5 million mostly driven by lower accounting consulting fees as we increased headcount.

Current report

Total other income (expense), net unfavorable change of $53.7 million for the three months ended June 30, 2025 compared to the same period in 2024 was primarily driven by the unfavorable changes in the fair value of warrant liabilities of $34.0 million and earn-out liabilities of $22.1 million (as the remaining Earn Out Units vested in the first quarter of 2025), and the non-recurrence of the $0.6 million gain on issuance of securities incurred in 2024. These unfavorable changes were slightly offset by $3.4 million of interest income earned on cash and cash equivalents balances held by us in highly liquid interest bearing overnight sweep and demand deposit accounts.

Current report

As of June 30, 2025, we had cash and cash equivalents of $344.9 million and working capital of $289.5 million. The Company invests excess cash in highly liquid, low risk interest-bearing overnight deposits and demand deposits with a major financial institutions.

Current report

As of June 30, 2025, we continue to qualify as an “emerging growth company” and a “smaller reporting company” as defined under Rule 12b-2 of the Exchange Act. As such, we are permitted to take advantage of certain reduced disclosure and reporting requirements applicable to such companies in this and future filings. However, we will cease to qualify as an emerging growth company and a smaller reporting company as of December 31, 2025. This change in status is due to our classification as a large accelerated filer, as our public float exceeded $700 million as of June 30, 2025, and we will have been subject to the reporting requirements of Section 13(a) or 15(d) of the Exchange Act for at least 12 calendar months and have filed at least one annual report as of December 31, 2025. Beginning with the fiscal year ended December 31, 2025, we will be subject to increased disclosure and compliance obligations, including the requirement to obtain an auditor attestation of our internal control over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act of 2002. As a result, we will incur additional expenses in connection with compliance with these regulations and our management will need to devote additional time and effort to implement and comply with such requirements.
Removed paragraphs (15)

Previous report

On February 4, 2025, the Company announced the redemption of all of its outstanding warrants (the Public Warrants and Private Warrants as defined in Note 8, collectively the “Warrants”) to purchase shares of the Company’s Class A Common Stock that were issued under the warrant agreement, dated September 21, 2021 (the “Warrant Agreement”), by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, and that remained unexercised at 5:00 p.m., New York City time, on March 6, 2025 (the “Redemption Date”) for the redemption price of $0.01 per Warrant. During the period from January 1, 2025 and the Redemption Date, 15,358,229 of the Warrants were exercised resulting in gross proceeds of $176.6 million. As of the Redemption Date, 6,571,724 Warrants remained unexercised and were redeemed for an aggregate redemption price of $66 thousand. Trading of the Warrants on the Nasdaq was suspended prior to the market open on March 6, 2025, and the Warrants were subsequently delisted. In connection with the Warrant

Previous report

Redemption, Michael Blitzer, a director and warrant holder, agreed to exercise 1,800,000 of the Warrants, and the Company agreed to repurchase 941,080 shares of the Company’s Class A Common Stock for an aggregate purchase price of $20.7 million.

Previous report

On February 4, 2025, the Company issued an aggregate of 7,500,000 shares of Intuitive Machines’ Class C Common Stock in connection with meeting the conditions of the following milestones, Triggering Events II-A and III (as defined in Note 2), resulting in the vesting of Earn Out Units of 5,000,000 and 2,500,000, respectively. Refer to Note 2 for additional information on the Earn Out Units.

Previous report

On March 4, 2025, we entered into a loan and security agreement (the “Loan Agreement”) with Stifel Bank. The Loan Agreement provides for a secured revolving credit facility in an aggregate principal amount of up to $40.0 million (the “Revolving Facility”). The proceeds of the loans (and any letters of credit issued thereunder) may be used for the funding of growth initiatives, including working capital needs and general corporate purposesas the Company continues to focus on minimizing its cost of capital while maximizing available funding alternatives. Amounts outstanding under the Revolving Facility will bear interest at a rate per annum equal to the greater of (a) Term SOFR (secured overnight financing rate) plus 2.75% and (b)6.00% and requires the Company to meet certain financial and other covenants. The Loan Agreement matures on April 30, 2027 (the “Maturity Date”). Subject to certain conditions in the Loan Agreement, amounts borrowed thereunder maybe repaid and reborrowed at any time prior to the Maturity Date. As of March 31, 2025, there was no outstanding debt under the Stifel Loan Agreement.

Previous report

General and administrative expense (excluding depreciation) decreased slightly by $0.3 million for the three months ended March 31, 2025 compared to the same periods in 2024, driven by $1.7 million increase in employee compensation and benefits expense, offset by decreases inshare-based compensation expense of $1.1 million and professional fees of $0.9 million.

Previous report

As of March 31, 2025, we had cash and cash equivalents of $373.3 million and working capital of $333.2 million. On February 4, 2025, the Company announced the redemption of all of its outstanding warrants (the Public Warrants and Private Warrants as defined in Note 8, collectively the “Warrants”) and Warrants remaining unexercised as of March 6, 2025 (the “Redemption Date”) will be redeemed by the Company for $0.01 per Warrant. During the first quarter of 2025, the Company received approximately $176.6 million in gross proceeds from the Warrant exercises of 15,358,229. On the Redemption Date, a total of 6,571,724 Warrants remained unexercised and the Company redeemed those Warrants for an aggregate redemption price of $66 thousand. In connection with the Warrant Redemption, a warrant holder agreed to exercise 1,800,000 of the Public Warrants, and the Company agreed to repurchase 941,080 shares of the Company’s Class A Common Stock for an aggregate purchase price of $20.7 million.
Reworded paragraphs (34)

Previous wording

In April 2025, the Texas Space Commission selected Intuitive Machines for a grant up to $10.0 million from the Space Exploration and Research Fund. This funding supports the development of an Earth reentry vehicle and orbital fabrication lab designed to enable microgravity biomanufacturing and is intended to serve as a critical risk-reduction platform for the Company’s future lunar sample return missions.

Current wording

In April 2025, the Texas Space Commission (“TSC”) selected Intuitive Machines for a grant up to $10.0 million from the Space Exploration and Research Fund. This funding supports the development of an Earth reentry vehicle and orbital fabrication lab designed to enable microgravity biomanufacturing and is intended to serve as a critical risk-reduction platform for the Company’s future lunar sample return missions.

Previous wording

We believe that our future success and financial performance depend on several factors that present significant opportunities for our business, but also pose risks and challenges, including those discussed below and in the section titled Part I., Item 1A. “Risk Factors” in the 2024 Annual Report on Form 10-K.

Current wording

We believe that our future success and financial performance depend on several factors that present significant opportunities for our business, but also pose risks and challenges, including those discussed below and in the sections titled Part I., Item 1A. “Risk Factors” in the 2024 Annual Report on Form 10-K, and Part II., Item 1A. “Risk Factors” of this Quarterly Report on Form 10-Q.

Previous wording

We continue to monitor economic conditions and the impact of macroeconomic pressures, including repercussions from the recent banking crisis, rising interest rates, sustained inflation and recession fears, supply chain disruptions, monetary and fiscal policy measures (including future actions or inactions of the United States government related to the “debt-ceiling”), heightened geopolitical tensions (such as the war in Ukraine and Israel), changes to the U.S. federal budget, and the political and regulatory environment (including changes as a result of policy shifts implemented by the current administration)on our business, customers, suppliers and other third parties.

Current wording

We continue to monitor economic conditions and the impact of macroeconomic pressures, including repercussions from elevated interest rates, sustained inflation and recession fears, supply chain disruptions, monetary and fiscal policy measures (including future actions or inactions of the United States government related to the “debt-ceiling” or “Department of Government Efficiency” actions), heightened geopolitical tensions (such as the war in Ukraine and Israel), changes to the U.S. federal budget, and the political and regulatory environment (including changes as a result of policy shifts implemented by the current administration)on our business, customers, suppliers and other third parties.

Previous wording

In the first quarter of 2025, we observed a significant shift in U.S. trade policy, with increased tariffs and the imposition of new tariffs that could impact our supply chain and our business. While some of these wide-reaching tariffs have been paused, these trade policy decisions are outside of our control and may have consequences for our business. Changes in trade policies, such as new tariffs or increases in tariffs, or reactionary measures including retaliatory tariffs or legal challenges, could have an adverse impact our business. Even though we primarily sell our products and services to U.S. Government customers and our suppliers are primarily domestic, we have some exposure to imported materials and components. Based on current conditions, we do not expect a material impact on our 2025 results and will continue to monitor developments and assess potential implications as trade policies evolve.

Current wording

In the first half of 2025, we observed a significant shift in U.S. trade policy, with increased tariffs and the imposition of new tariffs that could impact our supply chain and our business. While some of these wide-reaching tariffs have been paused, these trade policy decisions are outside of our control and may have consequences for our business. Changes in trade policies, such as new tariffs or increases in tariffs, or reactionary measures including retaliatory tariffs or legal challenges, could have an adverse impact on our business. Even though we primarily sell our products and services to U.S. Government customers and our suppliers are primarily domestic, we have some exposure to imported materials and components. Based on current conditions, we do not expect a material impact on our 2025 results. We will continue to monitor the evolving trade landscape and assess potential implications on our supply chain and business.

Previous wording

We are in the preliminary stages of developing our full space infrastructure offerings. These services are expected to grant customers access to cislunar space and the lunar surface at lower price points than previous lunar missions. We are also working to provide data transmission services at lunar distance to include far-side connectivity, along with ancillary services that are likely to include orbital servicing and payload development and manufacture.

Current wording

We are in the preliminary stages of developing our full space infrastructure offerings. These services are expected to grant customers access to cislunar space and the lunar surface at lower price points than previous lunar missions. We are also working to provide data transmission services at lunar distance to include far-side connectivity, along with ancillary services that are likely to include orbital servicing, earth reentry, and payload development and manufacture.

Previous wording

Our success will partially depend on our ability to expand our lunar mission operations in 2025 and beyond. We completed the first mission in February 2024 and completed our second mission in March 2025. We are working to establish a regular cadence of missions. We believe that this will provide our customers with proven and reliable cislunar access, with which to plan their future manifest. With binding agreements for additional launches as of March 31, 2025, we have $272.3 million in backlog, and we are in active discussions with numerous potential customers, including government agencies and private companies, to potentially add to our contracted revenue backlog.

Current wording

Our success will partially depend on our ability to expand our lunar mission operations and win government contracts in 2025 and beyond. We completed the first mission in February 2024 and completed our second mission in March 2025. We are working to establish a regular cadence of missions. We believe that this will provide our customers with proven and reliable cislunar access, with which to plan their future manifest. With binding agreements for additional launches as of June 30, 2025, we have $256.9 million in backlog, and we are in active discussions with numerous potential customers, including government agencies and private companies, to potentially add to our contracted revenue backlog.

Previous wording

Prior to commencing missions, we must complete internal integration activities as well as launch vehicle integration with our launch provider, SpaceX. Any delays to our targeted mission launch date or in commencing our missions, including due to congestion at the pad launch site or delays in obtaining various approvals or licenses, could adversely impact our results and growth plans. As we improve production efficiency and schedule reliability and reach our target of multiple missions per year manifested 2-3 years in advance, we expect to improve our market penetration, which we believe will lead to higher revenue from both volume and mission complexity as well as increased operating leverage.

Current wording

Prior to commencing missions, we must complete internal integration activities as well as launch vehicle integration with our launch provider, SpaceX. Any delays to our targeted mission launch date or in commencing our missions, including due to congestion at the pad launch site or delays in obtaining various approvals or licenses, could adversely impact our results and growth plans. As we improve production efficiency and schedule reliability and begin to launch our satellites for our lunar data network, we expect to improve our market penetration, which we believe will lead to higher revenue from both volume and mission complexity as well as increased operating leverage.

Previous wording

Our future growth is largely dependent on our ability to continue to capitalize on increased government spending and private investment in the space economy. U.S. federal government expenditures and private enterprise investment have fueled our growth in recent years, and it has resulted in our continued ability to secure increasingly valuable contracts for products and services in 2024. An increased focus on U.S. federal government spending could unfavorably impact the space exploration sector in the future. On January 20, 2025, President Donald J. Trump announced an executive order establishing the “Department of Government Efficiency” to maximize government efficiency and productivity. Pressures on and uncertainty surrounding the U.S. federal government’s budget and potential changes in budgetary priorities, could adversely affect the funding for individual programs and delay purchasing decisions by our customers. If our existing programs and project pursuits are not focused on the federal government’s higher priorities, our business, prospects, financial condition and operating results could be adversely affected.

Current wording

Our future growth is largely dependent on our ability to continue to capitalize on increased government spending and private investment in the space economy. U.S. federal government expenditures and private enterprise investment have fueled our growth in recent years, and it has resulted in our continued ability to secure increasingly valuable contracts for products and services. An increased focus on U.S. federal government spending could unfavorably impact the space exploration sector in the future. On January 20, 2025, President Donald J. Trump announced an executive order establishing the “Department of Government Efficiency” to maximize government efficiency and productivity. Pressures on and uncertainty surrounding the U.S. federal government’s budget and potential changes in budgetary priorities, could adversely affect the funding for individual programs and delay purchasing decisions by our customers. If our existing programs and project pursuits are not focused on the federal government’s higher priorities, our business, prospects, financial condition and operating results could be adversely affected.

Previous wording

We design, build, and test our landers, spacecraft and subsystems in-house and operate at the forefront of composite structures, liquid rocket engines, guidance, navigation and control software, precision landing and hazard avoidance software, and advanced manufacturing techniques. We believe the synergy of these technologies enables greater responsiveness to the commercial and government requirements for lunar exploration. To continue establishing market share and attracting customers, we plan to continue to make substantial investments in research and development for the continued enhancements of our landers, lunar data network, and other space systems. Over time, we expect our research and development expenditures to continue to grow on an absolute basis, but remain consistent or decrease as a percent of our total revenue as we expand our service offerings.

Current wording

We design, build, and test our landers, satellites, spacecraft and subsystems in-house and operate at the forefront of composite structures, liquid rocket engines, guidance, navigation and control software, precision landing and hazard avoidance software, and advanced manufacturing techniques. We believe the synergy of these technologies enables greater responsiveness to the commercial and government requirements for lunar exploration. To continue establishing market share and attracting customers, we plan to continue to make substantial investments in research and development for the continued enhancements of our landers, lunar data network, and other space systems. Over time, we expect our research and development expenditures to continue to grow on an absolute basis, but remain consistent or decrease as a percent of our total revenue as we expand our service offerings.

Previous wording

In connection with the Private Placement, Warrant Exercise Agreement, and the Bridge Loan Conversion, the Company has issued warrants which are classified as liabilities on our balance sheet. At each period end, the warrants are remeasured to their fair value with the changes during the period recognized in other income (expense) on our condensed consolidated statement of operations. See Notes 8 and 10 of the condensed consolidated financial statements for additional information on the warrant liabilities.

Current wording

In connection with the Private Placement, Warrant Exercise Agreement, and the Bridge Loan Conversion, the Company has issued warrants which are classified as liabilities on our balance sheet. At each period end, the warrants are remeasured to their fair value with the changes during the period recognized in other income (expense) on our condensed consolidated statement of operations. As of June 30, 2025, only the Bridge Loan Conversion warrants remain outstanding. See Notes 8 and 10 of the condensed consolidated financial statements for additional information on the warrant liabilities.

Previous wording

Redeemable noncontrolling interests represents the portion of Intuitive Machines, LLC that the Company controls and consolidates but does not own. The noncontrolling interests was created as a result of the Business Combination and represents 68,150,754 Class A and Class B units issued by Intuitive Machines, LLC to the prior investors represents approximately 81.2% of the ownership interests in the Company at the Closing Date. The Company allocates net income or loss attributable to the noncontrolling interests based on the weighted average ownership interests during the period. The net income or loss attributable to noncontrolling interests is reflected in the condensed consolidated statement of operations.

Current wording

Redeemable noncontrolling interest represents the portion of Intuitive Machines, LLC that the Company controls and consolidates but does not own. The noncontrolling interest was created as a result of the Business Combination and represented the common units issued by Intuitive Machines, LLC to the prior investors. The Company allocates net income or loss attributable to the noncontrolling interest based on the weighted average ownership interest during the period. The net income or loss attributable to noncontrolling interests is reflected in the condensed consolidated statement of operations. As of June 30, 2025, the financial results of Intuitive Machines, LLC were consolidated into Intuitive Machines, Inc. and resulted in the allocation of approximately 34.2% of Intuitive Machines, LLC’s net loss to noncontrolling interest.

Previous wording

The following table sets forth information regarding our consolidated results of operations for the three months ended March 31, 2025 compared to the three months ended March 31, 2024.

Current wording

The following table sets forth information regarding our consolidated results of operations for the three months ended June 30, 2025 compared to the three months ended June 30, 2024, and for the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

Previous wording

Revenue for the three months ended March 31, 2025 and 2024 was primarily driven by NASA and other commercial payload contracts associated with the IM-1, IM-2 and IM-3 lunar payload missions as well as the OMES III contract where we provide engineering services to the Landsat Servicing mission at the Goddard Space Flight Center in Maryland.

Current wording

Revenue for the three and six months ended June 30, 2025 and 2024 was primarily driven by NASA and other commercial payload contracts associated with our lunar payload missions as well as the OMES III contract where we provide engineering services to the Landsat Servicing mission at the Goddard Space Flight Center in Maryland, the NSN contract for the development of a satellite communications and navigation network, and the LTV contract leading the development of the Moon RACER Lunar Terrain Vehicle.

Previous wording

•The NASA payload contract for the IM-1 mission was awarded in June 2019 and was completed in February 2024. As a result of the successful landing on the lunar surface, previously constrained revenue of approximately $12.3 million as of December 31, 2023 was released and approximately$11.6 million was recognized as revenue during the first quarter of 2024, bringing the total IM-1 mission contract revenue under NASA and other commercial fixed-priced contracts to $132.4 million. As of March 31 2024, the IM-1 mission and all related contracts have been closed out.

Current wording

•The NASA payload contract for the IM-1 mission was awarded in June 2019 and was completed in February 2024. As a result of the successful landing on the lunar surface, previously constrained revenue of approximately $12.3 million as of December 31, 2023 was released and approximately$11.6 million was recognized as revenue during the first quarter of 2024, bringing the total IM-1 mission contract revenue under

Previous wording

•The initial NASA payload contract for the IM-2 mission was awarded in October 2020 and the mission was completed in March 2025, with post-launch services to extend to no later than August 2025. Total IM-2 mission estimated contract revenue under NASA and other commercial fixed-priced contracts was $125.3 million (excluding constrained revenue of $14.4 million) as of March 31, 2025.

Current wording

•The initial NASA payload contract for the IM-2 mission was awarded in October 2020 and the mission was completed in March 2025, with post-launch services to extend to no later than August 2025. Total IM-2 mission estimated contract revenue under NASA and other commercial fixed-priced contracts was$125.5 million (excluding constrained revenue of$5.7 million) as of June 30, 2025. We expect to close out the remaining customer contracts for this mission in the third quarter of 2025.

Previous wording

•The initial NASA payload contract for the IM-3 mission was awarded in November 2021 with an initial targeted mission launch date no later than June 2024 under our current contract with NASA. Total IM-3 mission estimated revenue under fixed-priced contracts is $93.1 million (excluding constrained revenue of $9.8 million) as of March 31, 2025 as compared to $87.0 million as of March 31, 2024. The increase in total mission estimated contract revenue is primarily due to a task order modification with NASA to identify its complement of payloads and extend the IM-3 mission timeline to no later than June 2026.

Current wording

•The initial NASA payload contract for the IM-3 mission was awarded in November 2021 with an initial targeted mission launch date no later than June 2024. Total IM-3 mission estimated revenue under fixed-priced contracts is$93.0 million (excluding constrained revenue of$9.7 million) as of June 30, 2025 as compared to$86.9 million as of June 30, 2024. The increase in total mission estimated contract revenue is primarily due to a third quarter 2024 task order modification with NASA to identify its complement of payloads which extended the IM-3 mission timeline to no later than June 2026. However, as discussed below, we expect to further extend the mission launch window into the second half of 2026.

Previous wording

Total revenue decreased by $10.7 million, or 15%, for the three months ended March 31, 2025 compared to the same period in 2024, primarily driven by the OMES III contract decrease in revenue of $20.1 million due to NASA’s cancellation of the OSAM project, an overall net decrease in revenue from CLPS mission contracts of $1.5 million (as further discussed below), offset by increases in revenue related to the LTV contract for $6.9 million and NSN contract for $3.0 million. Other engineering services revenue increased by$1.0 million.

Current wording

Total revenue decreased by$2.0 million, or 2%, for the six months ended June 30, 2025 compared to the same period in 2024, primarily driven by the OMES III contract decrease in revenue of$39.6 million due to NASA’s cancellation of the OSAM project task orders. This decrease was partially offset by a net increase in revenue from CLPS mission contracts of$10.2 million (as further discussed below), as well asincreases in revenue related to the LTV contract of$10.9 million, the ramp up of the NSN contract of$12.6 million, and other engineering services revenue of$3.9 million.

Previous wording

The IM-1 mission successfully completed in February 2024 and resulted in the release of approximately $12.3 million of previously constrained revenue during the first quarter of 2024. Revenue on the IM-2 mission increased slightly by $2.7 million as the mission was completed in March 2025. We expect to finalize post-launch services and IM-2 mission contracts with NASA in the second quarter of 2025. Revenue from the IM-3 mission increased to $7.3 million for the three months ended March 31, 2025 from $5.5 million for the same period in 2024. The IM-3 mission was approximately 76% complete as of March 31, 2025. The IM-4 mission which was awarded in August 2024, recognized revenue of $6.4 million during the three months ended March 31, 2025.

Current wording

The IM-1 mission successfully completed in February 2024 and resulted in the release of approximately $12.3 million of previously constrained revenue during the first quarter of 2024. For the six months ended June 30, 2025 compared to the same period in 2024, revenue on the IM-2 mission increased by$3.1 million as the mission was completed in March 2025 with the mission close-out process expected to be finalized in the third quarter of 2025. Revenue from the IM-3 mission increased to $8.1 million for the six months ended June 30, 2025 as compared to $2.7 million for the same period in 2024, mostly driven by the 2024 unfavorable adjustments from task order modifications which extended the targeted mission launch window. The IM-4 mission which was awarded in August 2024, recognized revenue of$14.0 million during the six months ended June 30, 2025.

Previous wording

Total cost of revenue decreased by $3.4 million, or 6%, for the three months ended March 31, 2025 compared to the same period in 2024, primarily driven by the OMES III contract decrease of $19.4 million due to NASA’s cancellation of the OSAM project, offsetby overall cost increases related to the mission contracts of $5.3 million (as further discussed below), the LTV contract for $7.7 million and NSN contract for $1.6 million. Other engineering services cost of revenue increased by $1.4 million.

Current wording

Total cost of revenue increased slightly by$1.1 million, or 1%, for the six months ended June 30, 2025 compared to the same period in 2024, primarily driven byoverall cost increases related to the mission contracts of $18.4 million (as further discussed below), the LTV contract of $11.0 million, the NSN contract of $5.3 million, and other engineering services cost of revenue of $4.5 million, offset by the OMES III contract cost decrease of $38.1 million due to NASA’s cancellation of the OSAM project.

Previous wording

The IM-1 mission completed in February 2024 and incurred cost of revenue of $5.0 million during the first quarter of 2024. On the IM-2 mission, cost of revenue increased slightly by approximately $2.4 million for the three months ended March 31, 2025 compared to the same period in 2024 as the mission was completed in March 2025. IM-3 mission cost of revenue increased slightly by approximately $0.8 million for the three months ended March 31, 2025 compared to the same period in 2024. As of March 31, 2025, the IM-3 contract is in a loss position and the accrued contract loss increased slightly by approximately $0.2 million during the three months ended March 31, 2025. The IM-4 mission which was awarded in August 2024, incurred cost of revenue of$7.1 million during the three months ended March 31, 2025.

Current wording

The IM-1 mission completed in February 2024 and incurred cost of revenue of $4.9 million during the first quarter of 2024. On the IM-2 mission, cost of revenue decreased by approximately $6.2 million for the six months ended June 30, 2025 compared to the same period in 2024 as the mission was completed in March 2025. IM-3 mission cost of revenue increased by approximately $11.3 million for the six months ended June 30, 2025 compared to the same period in 2024, mostly driven by decisions to align the mission schedule with the completion of an internally-developed satellite to be placed in lunar orbit to meet NSNS contract obligations. As of June 30, 2025, the IM-3 contract is in a loss position and the accrued contract loss increased by approximately $18.5 million during the six months ended June 30, 2025, driven by the cost adjustments as previously discussed. The IM-4 mission which was awarded in August 2024, incurred cost of revenue of$18.2 million during the six months ended June 30, 2025. During the second quarter of 2025, IM-4 became a loss contract with an accrued contract losses of approximately $2.7 million for the six months ended June 30, 2025.

Previous wording

Total other income (expense), net favorable change of $126.3 million for the three months ended March 31, 2025 compared to the same period in 2024 was primarily due to the favorable change in the fair value of warrant liabilities of $67.0 million, the non-recurrence of the $68.7 million loss on issuance of securities incurred in 2024, slightly offset by the unfavorable change in the fair value of earn-out liabilities of $10.8 million.

Current wording

Total other income (expense), net favorable change of $72.6 million for the six months ended June 30, 2025 compared to the same period in 2024 was primarily due to the non-recurrence of the $68.1 million loss on issuance of securities incurred in 2024, the favorable change in the fair value of warrant liabilities of $32.9 million, and the $4.8 million of interest income earned on cash and cash equivalents balances held by us in highly liquid interest bearing overnight sweep and demand deposits accounts slightly offset by the unfavorable change in the fair value of earn-out liabilities of $32.9 million.

Previous wording

Orders comprising backlog as of a given balance sheet date are typically invoiced in subsequent periods. As of March 31, 2025, we expect to recognize approximately 45-50% of our backlog over the remainder of 2025, approximately 25-30% over the subsequent twelve months of 2026 and the remaining thereafter. Our backlog could experience volatility between periods, including as a result of customer order volumes and the speed of our fulfillment, which in turn may be impacted by the nature of products and services ordered, the amount of inventory on hand to satisfy orders and the necessary development and manufacturing lead time required to satisfy certain orders.

Current wording

Orders comprising backlog as of a given balance sheet date are typically invoiced in subsequent periods. As of June 30, 2025, we expect to recognize approximately 30-35% of our backlog over the remainder of 2025, approximately 40-45% over the subsequent twelve months of 2026 and the remaining thereafter. Our backlog could experience volatility between periods, including as a result of customer order volumes and the speed of our fulfillment, which in turn may be impacted by the nature of products and services ordered, the amount of inventory on hand to satisfy orders and the necessary development and manufacturing lead time required to satisfy certain orders.

Previous wording

Backlog decreased by $56.0 million as of March 31, 2025 compared to December 31, 2024, primarily due to continued performance on existing contracts of $62.5 million, slightly offset by $6.5 million in new awards primarily associated with the OMES III contract and other federal services contracts.

Current wording

Backlog decreased by $71.4 million as of June 30, 2025 compared to December 31, 2024, primarily due to continued performance on existing contracts of $112.8 million and IM-2 mission close-out adjustments of $8.4 million, partially offset by $49.8 million in new awards primarily associated with the NSN contract of $18.0 million, TSC grant of $10.0 million, OMES III contract of $7.0 million, and various other contracts.

Previous wording

As of March 31, 2025, our backlog of $272.3 million exceeded our remaining performance obligations of $135.9 million as reported in Note 3 - Revenue to our condensed consolidated financial statements included in this Quarterly Report. The difference of $136.4 million was primarily related to $64.6 million of variable consideration associated with constrained revenue and $71.8 million in backlog related to the funded value of OMES III contract, the NSN contract, and various other contracts where revenue is recognized when services are performed and contractually billable and therefore not included in remaining performance obligations.

Current wording

As of June 30, 2025, our backlog of $256.9 million exceeded our remaining performance obligations of $125.4 million as reported in Note 3 - Revenue to our condensed consolidated financial statements included in this Quarterly Report. The difference of $131.5 million was primarily related to $56.0 million of variable consideration associated with constrained revenue and $75.5 million in backlog related to the funded value of OMES III contract, the NSN contract, and various other contracts where revenue is recognized when services are performed and contractually billable and therefore not included in remaining performance obligations.

Previous wording

Since inception, we have funded our operations through internally generated cash on hand, proceeds from sales of our capital stock, proceeds from warrant exercises, and our proceeds from the issuance of bank debt. We assess our liquidity in terms of our ability to generate adequate amounts of cash to meet current and future needs. Our expected primary uses of cash on a short and long-term basis are for working capital requirements, capital expenditures, general corporate purposes, including operations, research and development and potential mergers and acquisitions. Our primary working capital requirements are for project execution activities including purchases of materials, subcontracted services and payroll which fluctuate during the year, driven primarily by the timing and extent of activities required on new and existing projects. Our capital expenditures are primarily related to machinery and equipment, computers and software, and leasehold improvements.

Current wording

Since inception, we have funded our operations through internally generated cash on hand, proceeds from sales of our capital stock, proceeds from warrant exercises, and our proceeds from the issuance of bank debt. We assess our liquidity in terms of our ability to generate adequate amounts of cash to meet current and future needs. Our expected primary uses of cash on a short and long-term basis are for working capital requirements, general corporate purposes, and capital expenditures as well as research and development efforts and potential mergers and acquisitions. Our primary working capital requirements are for project execution activities including purchases of materials, subcontracted services and payroll which fluctuate during the year, driven primarily by the timing and extent of activities required on new and existing projects. Our capital expenditures are primarily related to machinery and equipment, computers and software, and leasehold improvements for general corporate and operational purposes. We expect construction in progress to continue to increase as we develop data relay satellites and ground networks associated with our Data Transmission Services business.

Previous wording

During the three months ended March 31, 2025, our operating activities provided $19.4 million of net cash as compared to$6.4 million of net cash used during the three months ended March 31, 2024. Changes in operating assets and liabilities which consist primarily of working capital balances for our projects may vary and are impacted by the stage of completion and contractual terms of projects. The primary components of our working capital accounts are trade accounts receivable, contract assets, accounts payable, and contract liabilities.

Current wording

During the six months ended June 30, 2025, our operating activities provided $0.2 million of net cash as compared to$37.7 million of net cash used during the six months ended June 30, 2024. Changes in operating assets and liabilities which consist primarily of working capital balances for our projects may vary and are impacted by the stage of completion and contractual terms of projects. The primary components of our working capital accounts are trade accounts receivable, contract assets, accounts payable, and contract liabilities.

Previous wording

During the three months ended March 31, 2025, investing activities used $6.1 million of net cash as compared to $1.6 million of net cash used during the three months ended March 31, 2024. The $4.5 million increase in investing activitieswas driven by capital expenditures associated primarily with the new NSN contract awarded in late 2024

Current wording

During the six months ended June 30, 2025, investing activi ties used $14.2 million of net cash as compared to $3.8 million of net cash used during the six months ended June 30, 2024. The $10.4 million increase in investing activities was driven by capital expenditures associated primarily with the fabrication and development of commercial communications satellites and navigation network.

Previous wording

During the three months ended March 31, 2025, financing activities provided $152.3 million of net cash as compared to $60.8 million of net cash provided during the three months ended March 31, 2024.

Current wording

During the six months ended June 30, 2025, financing activities provided $151.3 million of net cash as compared to $70.6 million of net cash provided during the six months ended June 30, 2024.

Previous wording

During 2025, our financing activities primarily included$176.6 million in proceeds from the exercise of warrants, slightly offset by $20.7 million for share repurchase, and $3.5 million in net activity related to our share-based awards.

Current wording

During 2025, our financing activities primarily included$176.6 million in proceeds from the exercise of warrants, slightly offset by $20.7 million for share repurchase, and $4.5 million in net activity related to our share-based awards.

Previous wording

During 2024, our financing activities primarily included$50.6 million in proceeds from the exercise of warrants, $10.0 million in proceeds received in borrowings offset by the repayment of $10.0 million, and $10.0 million in proceeds from the issuance of securities.

Current wording

During 2024, our financing activities primarily included$51.4 million in proceeds from the exercise of warrants, $27.0 million in net proceeds from the issuance of securities, $10.0 million in proceeds received in borrowings under the Bridge Loan offset by the repayment of $10.0 million, $5.0 million repayment on a loan under the Credit Mobilization Facility, and $2.1 million in net activity related to our share-based awards.

Previous wording

We believe that the following acco unting policies involve a high degree of judgement and complexity. Accordingly, these are the policies we believe are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of our operations. Significant accounting policies employed by us, including the use of estimates, are presented in Note 2 - Summary of Significant Accounting Policies to our condensed consolidated financial statements included elsewhere in this Quarterly Report and our audited consolidated financial statements as of and for the years ended December 31, 2024 and 2023 contained in our Annual Report on Form 10-K, filed with the SEC on March 25, 2025.

Current wording

We believe that the following accounting policies involve a high degree of judgement and complexity. Accordingly, these are the policies we believe are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of our operations. Significant accounting policies employed by us, including the use of estimates, are presented in Note 2 - Summary of Significant Accounting Policies to our condensed consolidated financial statements included elsewhere in this Quarterly Report and our audited consolidated financial statements as of and for the years ended December 31, 2024 and 2023 contained in our Annual Report on Form 10-K, filed with the SEC on March 25, 2025.

Previous wording

We are an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

Current wording

We are an “emerging growth company” (“EGC”), as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

NASA and other commercial fixed-priced contracts to $132.4 million. As of March 31 2024, the IM-1 mission and all related contracts have been closed out.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

The financial results of Intuitive Machines, LLC were consolidated into Intuitive Machines, Inc. for the periods February 13, 2023 forward and resulted in the allocation of approximately 34.4% of Intuitive Machines, LLC’s net loss to noncontrolling interests.