York Space Systems Inc. 8-K

What Happened York Space Systems Inc. announced on March 6, 2026 that it entered into a Merger Agreement and acquired all issued and outstanding equity interests of Orbion Space Technology, Inc. The purchase price included cash and 2,812,141 shares of York Space Systems common stock (the "Stock Consideration"), which were issued to Orbion's sellers and are subject to transfer restrictions. The Stock Consideration was issued without registration under the Securities Act, relying on the Section 4(a)(2) exemption for transactions by an issuer not involving a public offering.

Key Details

• Merger Agreement date: March 6, 2026.
• Target acquired: Orbion Space Technology, Inc. (via Orbion Merger Sub, Inc.).
• Stock issued as part of consideration: 2,812,141 shares of York Space Systems common stock.
• Regulatory treatment: Shares issued in reliance on Section 4(a)(2) of the Securities Act and are subject to transfer restrictions.

Why It Matters For investors, this filing documents a completed acquisition funded partly with equity, which increases the number of York Space Systems shares outstanding and forms part of the company’s consideration mix for growth. The shares were issued as unregistered securities and carry transfer limits, which can affect the immediate liquidity and tradability of those specific shares. The disclosure is a material corporate action (merger and equity issuance) that may be relevant when assessing company capitalization and ownership changes.