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HawkEye 360, Inc.·4

May 12, 7:16 PM ET

NightDragon Growth I, L.P. 4

4 · HawkEye 360, Inc. · Filed May 12, 2026

Research Summary

AI-generated summary of this filing

Updated

HawkEye 360 (HAWK) — NightDragon Growth I Converts/Exercises into Stock

What Happened

  • NightDragon Growth I, L.P. (a VC fund / holder) converted multiple series of preferred stock into common stock and net‑exercised warrants/options in connection with HawkEye 360's IPO on 2026-05-08. The filing shows roughly 5,970,990 shares involved (5,841,537 shares from automatic preferred conversions plus 129,453 shares from exercises/conversions of derivative securities).
  • Most conversions were automatic 1‑for‑1 conversions for no additional cash consideration (reported $0.00). Certain warrants had exercise prices (notably $0.01 per share for some warrants and $11.1747 per share for one warrant), and NightDragon paid those exercise prices on a cashless basis; the issuer withheld 12, 33 and 5,818 shares (total 5,863) to satisfy the exercise amounts. The filing reports $0 consideration for the converted securities.

Key Details

  • Transaction date: 2026-05-08 (Form 4 filed 2026-05-12; filing marked late).
  • Price/consideration: Most conversions reported $0.00 (automatic conversion). Warrants had exercise prices of $0.01 and $11.1747 but were paid via cashless/net exercise (shares withheld).
  • Shares involved: ~5,970,990 total shares referenced (5,841,537 from preferred conversions + 129,453 from exercises/conversions).
  • Withholding for exercise payment: 12, 33 and 5,818 shares withheld (total 5,863) per footnotes.
  • Shares owned after the transaction: not specified in the Form 4.
  • Notable footnotes: F1 (automatic 1-for-1 conversion of multiple preferred series at IPO), F3–F5 (cashless/net warrant exercises and share withholding), F2/F6 (NightDragon I is record holder; NightDragon GP I is general partner).
  • Filing timeliness: marked late (L) — Form 4 filed four days after the reported transactions.

Context

  • These are institutional/VC conversions and net warrant exercises tied to the issuer's IPO rather than open‑market purchases or sales by an individual executive. Cashless/net exercises are routine in IPO closings: the holder receives net shares after the issuer withholds shares to pay the exercise price.
  • This filing documents conversion/exercise mechanics and withholding; it does not by itself indicate a buy/sell sentiment by an individual insider.

Insider Transaction Report

Form 4
Period: 2026-05-08
HawkEye 360, Inc.HAWK
NightDragon Growth I, L.P.
Other
Transactions
  • Conversion

    COMMON STOCK

    [F1][F2]
    2026-05-08+5,841,537→ 5,841,537 total
  • Exercise/Conversion

    COMMON STOCK

    [F3][F2]
    2026-05-08+30,645→ 5,872,182 total
  • Exercise/Conversion

    COMMON STOCK

    [F4][F2]
    2026-05-08+85,273→ 5,957,455 total
  • Exercise/Conversion

    COMMON STOCK

    [F5][F2]
    2026-05-08+13,535→ 5,970,990 total
  • Disposition to Issuer

    COMMON STOCK

    [F3][F2]
    2026-05-08−12→ 5,970,978 total
  • Disposition to Issuer

    COMMON STOCK

    [F4][F2]
    2026-05-08−33→ 5,970,945 total
  • Disposition to Issuer

    COMMON STOCK

    [F5][F2]
    2026-05-08−5,818→ 5,965,127 total
  • Conversion

    SERIES A-1 PREFERRED STOCK

    [F1][F2]
    2026-05-08−32,719→ 0 total
    → COMMON STOCK (32,719 underlying)
  • Conversion

    SERIES A-2 PREFERRED STOCK

    [F1][F2]
    2026-05-08−36,196→ 0 total
    → COMMON STOCK (36,196 underlying)
  • Conversion

    SERIES A-3 PREFERRED STOCK

    [F1][F2]
    2026-05-08−12,247→ 0 total
    → COMMON STOCK (12,247 underlying)
  • Conversion

    SERIES B PREFERRED STOCK

    [F1][F2]
    2026-05-08−31,789→ 0 total
    → COMMON STOCK (31,789 underlying)
  • Conversion

    SERIES C PREFERRED STOCK

    [F1][F2]
    2026-05-08−5,017,739→ 0 total
    → COMMON STOCK (5,017,739 underlying)
  • Conversion

    SERIES D PREFERRED STOCK

    [F1][F2]
    2026-05-08−220,162→ 0 total
    → COMMON STOCK (220,162 underlying)
  • Conversion

    SERIES D-1 PREFERRED STOCK

    [F1][F2]
    2026-05-08−278,635→ 0 total
    → COMMON STOCK (278,635 underlying)
  • Conversion

    SERIES E PREFERRED STOCK

    [F1][F2]
    2026-05-08−212,050→ 0 total
    → COMMON STOCK (212,050 underlying)
  • Exercise/Conversion

    WARRANT TO PURCHASE COMMON STOCK

    [F3][F6]
    2026-05-08−30,645→ 0 total
    Exercise: $0.01→ COMMON STOCK (30,645 underlying)
  • Exercise/Conversion

    WARRANT TO PURCHASE COMMON STOCK

    [F4][F6]
    2026-05-08−85,273→ 0 total
    Exercise: $0.01→ COMMON STOCK (85,273 underlying)
  • Exercise/Conversion

    WARRANT TO PURCHASE COMMON STOCK

    [F5][F6]
    2026-05-08−13,535→ 0 total
    Exercise: $11.75→ COMMON STOCK (13,535 underlying)
Footnotes (6)
  • [F1]The Series A-1 Preferred Stock, Series A-2 Preferred Stock, Series A-3 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series D-1 Preferred Stock and Series E Preferred Stock automatically converted into common stock upon the closing of the Issuer's initial public offering for no additional consideration, on a 1-for-1 basis, and had no expiration date.
  • [F2]The shares are held of record by NightDragon Growth I, L.P. ("NightDragon I"). NightDragon Growth GP I, LLC ("NightDragon GP I") is the general partner of NightDragon I.
  • [F3]The warrant to acquire common stock automatically net exercised into shares of the Issuer's common stock immediately prior to consummation of the IPO. The warrant had an exercise price of $0.01 per share. NightDragon I paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 12 of the warrant shares to pay the exercise price.
  • [F4]The warrant to acquire common stock automatically net exercised into shares of the Issuer's common stock immediately prior to consummation of the IPO. The warrant had an exercise price of $0.01 per share. NightDragon I paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 33 of the warrant shares to pay the exercise price.
  • [F5]The warrant to acquire common stock automatically net exercised into shares of the Issuer's common stock immediately prior to consummation of the IPO. The warrant had an exercise price of $11.1747 per share. NightDragon I paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 5,818 of the warrant shares to pay the exercise price.
  • [F6]The Warrant is held of record by NightDragon I. NightDragon GP I is the general partner of NightDragon I.
Signature
NightDragon Growth I, L.P. by NightDragon GP I, LLC /s/ Tony Chow, Chief Compliance Officer|2026-05-12

Documents

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