UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September~~March 3031, ~~2025~~2026


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number: 001-42789

Firefly Aerospace Inc.

(Exact name of registrant as specified in its charter)

Delaware	81-5194980
(State or other jurisdiction ofincorporation or organization)	(I.R.S. EmployerIdentification Number)
1320 Arrow Point Drive #109Cedar Park, TX	78613(Zip Code)
2203 Scottsdale DriveLeander, TX	78641(Zip Code)
(Address of principal executive offices)

512 893-5570

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.0001 par value	FLY	The Nasdaq Stock Market LLC (Nasdaq Global Market)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐☒ No ☒☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~November~~April 1030, ~~2025~~2026, the registrant had ~~159~~160,~~251~~235,~~122~~217 shares of common stock, $0.0001 par value, outstanding.

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FIREFLY AEROSPACE INC.

QUARTERLY REPORT ON FORM 10-Q

Table of Contents

		PageNumber
PART I.	FINANCIAL INFORMATION	32
Item 1.	Financial Statements (Unaudited)	4
	Condensed Consolidated Balance Sheets (Unaudited)	4
	Condensed Consolidated Statements of Net Loss and Comprehensive Loss (Unaudited)	5
	Condensed Consolidated Statements of Cash Flows (Unaudited)	6
	Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) (Unaudited)	7
	Notes to Condensed Consolidated Financial Statements (Unaudited)	98
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2835
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4350
Item 4.	Controls and Procedures	4350
PART II.	OTHER INFORMATION	4450
Item 1.	Legal Proceedings	4450
Item 1A.	Risk Factors	4450
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4451
Item 3.	Defaults Upon Senior Securities	4551
Item 4.	Mine Safety Disclosures	4551
Item 5.	Other Information	4551
Item 6.	Exhibits	4652
Signatures		4853

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Cautionary Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q of Firefly Aerospace Inc. (the “Company,” “Firefly,” “we,” “us” or “our”) contains forward-looking statements. ~~Many~~Statements ~~statements~~ included in this Quarterly Report on Form 10-Q that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. These risks and other factors include, but are not limited to, those listed under “Risk Factors.” In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “objective,” “ongoing,” “plan,” “predict,” “project,” “potential,” “should,” “will,” “would,” or the negative of these terms or other comparable terminology. In particular, statements about the markets in which we operate, including growth of our various markets, statements about potential new products and product innovation, statements regarding the expected benefits of the acquisition of SciTec, Inc. (“SciTec”), and other statements regarding our future expectations, beliefs, plans, strategies, objectives, prospects, assumptions, or future events or performance contained in this Quarterly Report on Form 10-Q are forward-looking statements. Some of the factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include:

•

our failure to manage our growth effectively and our ability to achieve and maintain profitability;

•

the potential for delayed or failed launches, and any failure of our launch vehicles and spacecraft to operate as intended;

•

our inability to manufacture our launch vehicles, landers, or orbital vehicles at a quantity and quality that our customers demand;

•

the hazards and operational risks that our products and service offerings are exposed to, including the wide and unique range of risks due to the unpredictability of space;

•

the market for commercial launch services for small- and medium-sized payloads not achieving the growth potential we expect;

•

adverse impacts from ~~current or~~ future disruptions in U.S. government operations, including as a result of delays or reduction in appropriations or regulatory approvals from our programs, or changes in U.S. government funding and budgetary priorities and spending levels;

•

our dependence on contracts entered into in the ordinary course of business and our dependence on major customers and vendors;

•

we may not be successful in developing new technology;

•

uncertain global ~~macro-economic~~macroeconomic and political conditions, including the implementation of tariffs and the Iran conflict;

•

the failure of our information technology systems, physical or electronic security protections;

•

the inability to operate Alpha at our anticipated launch rate (including due to potential regulatory delays) or finalize the development and delivery of Eclipse;

•

the scarcity or unavailability of critical components or raw materials used to manufacture our products or used in our development programs;

•

the fluctuation of our operating results;

•

adverse publicity stemming from any incident involving us, our competitors, or our customers;

•

the failure to adequately protect our proprietary intellectual property rights;

•

shortfalls in available external research &and development funding;

•

our inability to comply with our contractual obligations;

•

our failure to establish and maintain important relationships with government agencies and prime contractors;

•

risks relating to the laws, security requirements, regulations and policies applicable to government contracting;

•

the inability to realize our backlog;

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•

the dependence on our facilities;

•

evolving government laws and regulations;

•

~~the~~potential ~~Company’s~~benefits ~~ability to implement~~ and ~~maintain~~synergies ~~effective~~in ~~internal~~connection ~~control~~with ~~over financial reporting in~~ the ~~future;~~SciTec acquisition;

•

our ability to ~~generate~~implement ~~sufficient~~and ~~cash~~maintain toeffective ~~service~~internal ~~all~~control ofover ~~our~~financial ~~indebtedness~~reporting; ~~and~~

•

~~the~~our ~~other~~ability ~~factors~~to ~~set~~generate ~~forth~~sufficient ~~under~~cash ~~“Risk~~to ~~Factors”~~service in our ~~Registration~~indebtedness; ~~Statement on Form S-1 (File No. 333-288646), as amended, initially filed with the Securities~~ and ~~Exchange Commission on July 11, 2025.~~

•

~~The~~other ~~forward-looking~~factors ~~statements~~detailed ~~made~~under ~~in this Quarterly Report on Form 10-Q relate only to events as of~~ the ~~date~~section ~~on which such statements are made. We undertake no obligation to update any forward-looking statements after the date~~ of ~~this~~our ~~Quarterly~~Annual Report on Form 10-QK orentitled to“Risk ~~conform such statements to actual results or revised expectations, except as required by law~~Factors. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not rely on our forward-looking statements in making your investment decision. Actual results or events could differ materially from the plans, intentions, and expectations disclosed in the forward-looking statements we make. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments.”

~~Each~~The forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the ~~terms~~date hereof. We undertake no obligation to update any forward-looking statements after the ~~“Company,”~~date ~~“Firefly~~of this Quarterly Report on Form 10-Q or to conform such statements to actual results or revised expectations,” ~~“we~~except as required by law. We may not actually achieve the plans,” “intentions or expectations disclosed in our,” ~~“us”~~forward-looking statements, and ~~similar~~you ~~terms~~should ~~used~~not ~~herein~~rely ~~refer~~on ~~collectively~~our toforward-looking ~~Firefly~~statements ~~Aerospace~~in ~~Inc,~~making ayour ~~Delaware~~investment ~~corporation~~decision. Actual results or events could differ materially from the plans, intentions, and ~~its~~expectations ~~consolidated~~disclosed ~~subsidiaries~~in the forward-looking statements we make. Our forward-looking statements do not reflect the potential impact of any future acquisitions, ~~unless~~mergers, ~~otherwise~~dispositions, ~~stated~~joint ventures, or investments.

Each of the terms the “Company,” “Firefly,” “we,” “our,” “us” and similar terms used herein refer collectively to Firefly Aerospace Inc., a Delaware corporation, and its consolidated subsidiaries, unless otherwise stated.

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Firefly Aerospace Inc.

Condensed Consolidated Balance Sheets

(in thousands)

(unaudited)

Item 1. Financial Statements

	September 30, 2025			December 31, 2024
	March 31,			December 31,
	2026			2025
Assets
Current assets
Cash and cash equivalents	$	~~995~~326,~~162~~179		$	~~123~~792,~~431~~966
Restricted cash, current		829			424
Short-term investments		225,447			100,008
Accounts receivable, net		544,~~127~~800			146,~~004~~129
Advanced payments, current		1461,~~259~~837			5212,~~404~~350
Other current assets		715,~~425~~284			311,~~454~~722
Total current assets		1673,~~022,802~~547			~~180~~963,~~717~~175
Advanced payments, less current portion		4510,~~365~~305			4160,~~770~~496
Property and equipment, net		~~142~~168,~~555~~933			~~135~~163,~~575~~738
Restricted cash, less current portion		—			13,703
Right-of-use assets - operating leases		18,481			13,938
Right-of-use assets - operating leases		9,944			14,604
Right-of-use assets - finance leases		3,327			3,735
Right-of-use assets - finance leases		4,143			3,708
Intangible assets, net		160,207			165,709
Goodwill		17453,~~097~~440			17450,~~097~~119
Other noncurrent assets		14,286			158
Other assets, less current portion		3,750			4,024
Total assets	$	1,~~256~~491,~~192~~990		$	~~407~~1,~~332~~824,934
Liabilities, temporary equity, and stockholders' equity (deficit)
Liabilities, and stockholders' equity
Current liabilities
Accounts payable	$	3041,~~428~~082		$	3735,~~633~~626
Accounts payable - related parties		790			86
Accrued expenses		50,356			42,755
Accrued expenses		20,171			14,419
Accounts payable and accrued expenses – related parties		581			330
Operating lease liability, current		~~395~~2,051			1,~~128~~161
Finance lease liability, current		1,~~047~~065			~~856~~1,056
Deferred revenue, current		95146,~~202~~239			~~108~~116,~~069~~135
Notes payable, current		67,~~985~~116			67,~~349~~099
Other current liabilities		917,~~913~~755			109,~~837~~419
Total current liabilities		~~164~~266,~~931~~245			~~179~~213,~~377~~581
Operating lease liability, less current portion		1021,~~553~~341			1615,~~466~~832
Finance lease liability, less current portion		21,~~266~~733			12,~~996~~004
Deferred revenue, less current portion		7452,~~516~~525			4592,~~904~~565
Notes payable, less current portion		2319,~~228~~684			~~124~~281,~~079~~441
Notes payable, less current portion - related parties		—			17,524
Warrant liability		15,978			12,294
Warrant liability		5,267			4,070
Other liabilities, less current portion		9,600			17,278
Other liabilities, less current portion		26,610			25,956
Total liabilities		387,106			634,995
Total liabilities	$	307,371		$	415,372
Commitments and contingencies (See Note 12)
Commitments and contingencies (See Note 10)
Stockholders' equity
Temporary equity
Common stock, $0.0001 par value, 1,000,000 and 1,000,000 shares authorized as of March 31, 2026 and December 31, 2025, respectively; 160,067 and 159,276 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively		17			17
Redeemable convertible preferred stock, $0.0001 par value; 100,000 and 51,033 shares authorized as of September 30, 2025 and December 31, 2024, respectively; 0 and 41,588 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively; $0 and $1,227,158 liquidation preference as of September 30, 2025 and December 31, 2024, respectively		—			759,582
Additional paid-in capital, net		2,221,822			2,210,201
Stockholders' equity (deficit)
Accumulated deficit		(1,116,955	)		(1,020,279	)
Common stock, $0.0001 par value, 1,000,000 and 154,397 shares authorized as of September 30, 2025 and December 31, 2024, respectively; 148,138 and 13,241 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively		16			1
Total stockholders' equity		1,104,884			1,189,939
Additional paid-in capital		1,928,027			—
Total liabilities and stockholders' equity	$	1,491,990		$	1,824,934
Accumulated deficit		(979,222	)		(767,623	)
Total stockholders' equity (deficit)		948,821			(767,622	)
Total liabilities, temporary equity, and stockholders' equity (deficit)	$	1,256,192		$	407,332

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Firefly Aerospace Inc.

Condensed Consolidated Statements of Net Loss and Comprehensive Loss

(in thousands, except per share amounts)

(unaudited)

	For the Three MonthsEnded September 30,						For the Nine MonthsEnded September 30,
	For the Three Months Ended March 31,
	2025			2024			2025			2024
	2026			2025
Revenue	$	3080,~~778~~879		$	2255,~~370~~855		$	~~102,182~~		$	~~51,758~~
Cost of sales		2263,~~288~~418			1453,~~599~~635			~~87,477~~			~~42,959~~
Gross profit		817,~~490~~461			72,~~771~~220			~~14,705~~			~~8,799~~
Operating expenses
Research and development		4867,~~763~~509			2948,~~858~~012			~~142,549~~			~~107,037~~
Selling, general, and administrative		2145,~~920~~620			1012,~~305~~752			~~47,243~~			~~32,173~~
Loss on disposal of fixed assets		—			1,802			—			1,824
Total operating expenses		113,129			60,764
Total operating expenses		70,683			41,965			189,792			141,034
Loss from operations		(95,668	)		(58,544	)
Loss from operations		(62,193	)		(34,194	)		(175,087	)		(132,235	)
Other expense
Other expense
Change in fair value of warrant liability		(3,684	)		3,073
Change in fair value of warrant liability		(42,150	)		(341	)		(47,257	)		(372	)
Interest income		5,974			1,028
Loss on extinguishment of debt		(30,400	)		—			(30,400	)		—
Interest expense		(3,605	)		(6,192	)
Interest income (expense), net		1,334			(6,658	)		(9,067	)		(14,149	)
Gain on settlement of contingent liabilities		381			—
Other (expense) income, net		(37	)		~~403~~542			~~4,528~~			~~(258~~	)
Total other expense, net		(~~71,219~~941	)		(61,~~596~~549	)		~~(82,196~~	)		~~(14,779~~	)
Loss before provision for income taxes		(~~133~~96,~~412~~609	)		(4060,~~790~~093	)		~~(257,283~~	)		~~(147,014~~	)
Provision for income taxes		—(67	)		—			—			—
Net loss and comprehensive loss		(~~133~~96,~~412~~676	)		(4060,~~790~~093	)		~~(257,283~~	)		~~(147,014~~	)
Less: Accretion of dividends of Series C Preferred Stock		~~2,298~~—			(5,~~354~~579	)		~~13,240~~			~~15,869~~
Less: Accretion of dividends of Series D-1 Preferred Stock		~~4,524~~—			—(6,609	)		~~21,989~~			—
Less: Accretion of dividends of Series D-3 Preferred Stock		128			—			394			—
Net loss available to common stockholders	$	(96,676	)	$	(72,281	)
Net loss available to common stockholders	$	(140,362	)	$	(46,144	)	$	(292,906	)	$	(162,883	)
Net loss per common share
Net loss per common share
Basic and diluted	$	(0.61	)	$	(5.38	)
Basic and diluted	$	(1.50	)	$	(3.57	)	$	(7.25	)	$	(12.80	)
Weighted-average common shares outstanding
Weighted-average common shares outstanding
Basic and diluted		159,639			13,442
Basic and diluted		93,849			12,924			40,389			12,728

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Firefly Aerospace Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

	For the Nine Months Ended September 30,
	For the Three Months Ended March 31,
	2025			2024
	2026			2025
Cash flows from operating activities
Net loss	$	(~~257~~96,~~283~~676	)	$	(~~147~~60,~~014~~093	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		1315,~~539~~934			63,~~510~~996
Loss on sale of fixed assets		—			1,824
Stock-based compensation		12,512			431
Stock-based compensation		5,191			1,296
Change in fair value of warrant liability		3,684			916
Change in fair value of warrant liability		47,257			479
Non-cash interest expense		331			615
Loss on extinguishment of debt		30,400			—
Non-cash interest income		(637	)		—
Non-cash interest expense		4,595			5,790
Non-cash inventory write-off		—			247
Changes in operating assets and liabilities:
Accounts receivable		(41,~~123~~329	)		(313,~~055~~900	)
Advanced payments		~~34,550~~704			~~(17~~41,~~205~~660	)
Other assets		(~~996~~4,703	)		5(2,~~460~~766	)
Accounts payable		(56,~~300~~596	)		10(2,~~956~~627	)
Accounts payable - related parties		704			(1,312	)
Accrued expenses		4,279			5,653
Accrued expenses		(5,035	)		(5,941	)
Accounts payable and accrued expenses - related parties		251			213
Other liabilities		~~(11~~1,~~812~~522	)		19(7,~~334~~889	)
Right-of-use assets		~~1,549~~932			~~2,562~~422
Lease liabilities		(61,~~646~~333	)		(31,~~616~~993	)
Deferred revenue		15(9,~~745~~936	)		6(21,~~292~~175	)
Net cash used in operating activities	$	(~~137~~62,~~665~~545	)	$	(~~117~~56,~~393~~537	)
Cash flows from investing activities
Purchases of property and equipment		(20,757	)		(30,041	)
Purchases of property and equipment and internal-use software		(16,345	)		(2,654	)
Net cash used in investing activities	$	(20,757	)	$	(30,041	)
Purchases of time deposits		(125,000	)		—
Proceeds from sale of short-term investments		8			—
Net cash used in investing activities		(141,337	)		(2,654	)
Cash flows from financing activities
Proceeds from issuance of common stock		943,736			—
Proceeds from issuance of Preferred Stock		—			115,304
Payments of offering costs associated with IPO		(4,208	)		—
Principal payments on finance leases		(262	)		(443	)
Proceeds from issuance of Preferred Stock, net		235,506			22,186
Proceeds from issuance of notes payable		—			468
Principal payments on finance leases		(1,166	)		(595	)
Payments on notes payable		(1,752	)		(2,170	)
Proceeds from issuance of notes payable		—			48,990
Proceeds from repayment of employee note		20			359
Payment of IPO Closing Preferred Stock Dividend		(4,990	)		—
Repayment of Revolving Credit Facility		(260,000	)		—
Proceeds from notes payable - related parties		—			25,000
Proceeds from exercise of stock options		452			389
Repayment of notes payable - related parties		(21,117	)		—
Payments for taxes related to net share settlement of equity awards		(1,363	)		—
Payments on notes payable		(131,457	)		(2,181	)
Net cash (used in) provided by financing activities		(262,905	)		113,907
Payments of debt issuance costs		(2,083	)		(2,301	)
Net (decrease) increase in cash and cash equivalents and restricted cash		(466,787	)		54,716
Proceeds from repayment of employee note		396			206
Proceeds from exercise of stock options		2,238			407
Net cash provided by financing activities	$	1,016,855		$	91,712
Net increase (decrease) in cash and cash equivalents and restricted cash	$	858,433		$	(55,722	)
Cash and cash equivalents and restricted cash
Balance, beginning of period		~~137~~792,~~558~~966			95137,~~146~~558
Balance, end of period	$	~~995~~326,~~991~~179		$	39192,~~424~~274
Reconciliation of cash and cash equivalents and restricted cash
Cash and cash equivalents	$	~~995~~326,~~162~~179		$	26176,~~359~~879
Restricted cash, current		~~829~~—			~~1,087~~829
Restricted cash, non-current		—			1114,~~978~~566
Total cash and cash equivalents and restricted cash at the end of the period	$	~~995~~326,~~991~~179		$	39192,~~424~~274
Supplemental disclosures of cash flow information
Cash paid for interest	$	14,443		$	16,828
Non-cash investing and financing activities
Property and equipment additions in accounts payable	$	1,905		$	170
Capitalized interest (paid in kind)	$	683		$	—
Issuance of debt in exchange of software licenses	$	664		$	—
Acquisition of software license assets and obligations	$	10,633		$	—
Right-of-use asset acquired in exchange for finance lease liabilities	$	1,625		$	470
Net exercise of Common Warrants into common stock	$	46,060		$	—
Unpaid deferred offering costs associated with IPO	$	7,195		$	—
Preferred Stock issuance costs not yet paid	$	3,510		$	—
Issuance of common stock to settle Preferred Stock Dividends	$	86,124		$	—
Conversion of Preferred Stock to common stock upon IPO	$	937,087		$	—


	For the Three Months Ended March 31,
	2026		2025
Supplemental disclosures of cash flow information
Cash paid for interest	$	4,177	$	5,565
Non-cash investing and financing activities
Property and equipment additions in accounts payable	$	1,943	$	1,576
Capitalized interest (paid-in-kind)	$	—	$	800
Acquisition of internal-use software licenses and obligations	$	431	$	—
Right-of-use asset acquired in exchange for operating lease liabilities	$	5,066	$	—
Right-of-use asset acquired in exchange for finance lease liabilities	$	—	$	1,432
Net working capital adjustment from business combinations	$	3,321	$	—

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Firefly Aerospace Inc.

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(in thousands)

(unaudited)

	~~Redeemable Convertible~~	Redeemable Convertible											~~Additional~~	Additional							~~Total~~		Total
	Preferred Stock*	Preferred Stock*					~~Common Stock~~	Common Stock					~~Paid-In~~	Paid-In			~~Accumulated~~	Accumulated			~~Stockholders'~~		Stockholders'
	~~Shares~~	Shares		~~Amount~~	Amount		~~Shares~~	Shares		~~Amount~~	Amount		~~Capital, Net~~	Capital, Net			~~Deficit~~		Deficit		~~Equity (Deficit)~~		Equity
Balance as of December 31, 2024		41,588		$	759,582			13,241		$	1		$	—			$	(767,623	)		$	(767,622	)
Balance as of December 31, 2025			—		$	—			159,276		$	17		$	2,210,201				$	(1,020,279	)		$	1,189,939
Issuance of common stock under equity plan		—			—			489			1			747				—				748
Common stock issued, net of shares withheld for employee taxes			—			—			791			—			(891	)				—				(891	)
Stock-based compensation		—	—		—	—		15	—		—	—		~~431~~	12,512			—		—		~~431~~		12,512
Issuance of Series D-1 Preferred Stock, net		6,858			115,304			—			—			—				—				—
Net loss			—			—			—			—			—					(96,676	)			(96,676	)
Accretion of redeemable convertible preferred stock		—			12,188			—			—			(1,178	)			(11,010	)			(12,188	)
Balance as of March 31, 2026			—		$	—			160,067		$	17		$	2,221,822				$	(1,116,955	)		$	1,104,884
Net loss		—			—			—			—			—				(60,093	)			(60,093	)
Balance as of March 31, 2025		48,446		$	887,074			13,745		$	2		$	—			$	(838,726	)		$	(838,724	)
Issuance of common stock under equity plan		—			—			263			—			231				—				231
Stock-based compensation		—			—			—			—			760				—				760
Issuance of Series D-1 Preferred Stock, net		3,546			59,812			—			—			—				—				—
Issuance of Series D-3 Preferred Stock, net		551			10,000			—			—			—				—				—
Accretion of redeemable convertible preferred stock		—			16,485			—			—			(991	)			(15,494	)			(16,485	)
Net loss		—			—			—			—			—				(63,778	)			(63,778	)
Balance as of June 30, 2025		52,543		$	973,371			14,008		$	2		$	—			$	(917,998	)		$	(917,996	)
Issuance of common stock under equity plan		—			—			1,833			1			1,655				—				1,656
Stock-based compensation		—			—			—			—			4,000				—				4,000
Issuance of Series D-4 Preferred Stock, net		2,811			47,880			—			—			—				—				—
Accretion of redeemable convertible preferred stock		—			6,950			—			—			—				(6,950	)			(6,950	)
Issuance of common stock to settle Preferred Stock Dividends		—			(86,124	)		3,251			—			11,976				74,148				86,124
Issuance of common stock in connection with IPO, net of underwriting discounts and commissions and other offering costs		—			—			22,190			2			932,331				—				932,333
IPO Closing Preferred Stock Dividend		—			(4,990	)		—			—			(4,990	)			4,990				—
Conversion of Preferred Stock to common stock upon IPO		(55,354	)		(937,087	)		105,832			11			936,995				—				937,006
Net exercise of Common Warrants into common stock		—			—			1,024			—			46,060				—				46,060
Net loss		—			—			—			—			—				(133,412	)			(133,412	)
Balance as of September 30, 2025		—		$	—			148,138		$	16		$	1,928,027			$	(979,222	)		$	948,821


	Redeemable Convertible								Additional							Total
	Preferred Stock*				Common Stock				Paid-In			Accumulated				Stockholders'
	Shares		Amount		Shares		Amount		Capital, Net				Deficit			Deficit
Balance as of December 31, 2024		41,588	$	759,582		13,241	$	1	$	—			$	(767,623	)	$	(767,622	)
Common stock issued, net of shares withheld for employee taxes		—		—		489		1		747				—			748
Stock-based compensation		—		—		15		—		431				—			431
Issuance of Series D-1 Preferred Stock		6,858		115,304		—		—		—				—			-
Accretion of redeemable convertible preferred stock		—		12,188		—		—		(1,178	)			(11,010	)		(12,188	)
Net loss		—		—		—		—		—				(60,093	)		(60,093	)
Balance as of March 31, 2025		48,446	$	887,074		13,745	$	2	$	—			$	(838,726	)	$	(838,724	)

* Refer to Note 13. Stockholders' Equity and Redeemable Convertible Preferred Stock for details of the classes of Preferred Stock and movements therein.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Firefly Aerospace Inc.

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(in thousands)

(unaudited)

	Redeemable Convertible								Additional						Total
	Preferred Stock*				Common Stock				Paid-In			Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Capital, Net			Deficit			Equity (Deficit)
Balance as of December 31, 2023		29,760	$	535,864		12,410	$	1	$	—			(504,486	)	$	(504,485	)
Issuance of common stock under equity plan		—		—		179		—		224			—			224
Stock-based compensation		—		—		—		—		409			—			409
Issuance of Series C Preferred Stock, net		1,307		21,000		—		—		—			—			—
Issuance of Series M Preferred Stock, net		68		1,090		—		—		—			—			—
Accretion of redeemable convertible preferred stock		—		5,219		—		—		(633	)		(4,586	)		(5,219	)
Net loss		—		—		—		—		—			(52,771	)		(52,771	)
Balance as of March 31, 2024		31,135	$	563,173		12,589	$	1	$	—		$	(561,843	)	$	(561,842	)
Issuance of common stock under equity plan		—		—		284		—		214			—			214
Stock-based compensation		—		—		—		—		425			—			425
Issuance of Series C Preferred Stock, net		—		—		—		—		—			—			—
Issuance of Series M Preferred Stock, net		6		96		—		—		—			—			—
Accretion of redeemable convertible preferred stock		—		5,296		—		—		(639	)		(4,657	)		(5,296	)
Net loss		—		—		—		—		—			(53,453	)		(53,453	)
Balance as of June 30, 2024		31,141	$	568,565		12,873	$	1	$	—		$	(619,953	)	$	(619,952	)
Issuance of common stock under equity plan		—		—		121		—		174			—			174
Stock-based compensation		—		—		—		—		462			—			462
Accretion of redeemable convertible preferred stock		—		5,354		—		—		(636	)		(4,718	)		(5,354	)
Net loss		—		—		—		—		—			(40,790	)		(40,790	)
Balance as of September 30, 2024		31,141	$	573,919		12,994	$	1	$	—		$	(665,461	)	$	(665,460	)

* Refer to Note 11 for details of the classes of Preferred Stock and movements therein.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

1. The Company, ~~Liquidity,~~ and ~~Basis~~Initial ofPublic ~~Presentation~~Offering

Firefly Aerospace Inc., ~~together with its wholly owned subsidiaries~~ (~~collectively,~~ “Firefly” or the “Company”), is ~~based~~headquartered in Cedar Park, Texas. The Company was incorporated under the laws of the State of Delaware on January 27, 2017, and commenced operations on May 1, 2017.

On August 8, 2025, the Company completed an initial public offering (“IPO”) of shares of its common stock, par value $0.0001 per share. The Company’s common stock trades on the NASDAQ under the ticker “FLY”.”

The Company is a ~~market-leading~~ space and defense technology company providing comprehensive mission solutions to national security, government, and commercial customers with an established track record of ~~mission~~ success. The Company’'s mission is to ~~enable~~reliably ~~responsive~~ and ~~reliable~~repeatedly launch, ~~transit~~land, and ~~operations~~operate in space ~~for~~systems ~~its~~from ~~national~~Earth ~~security~~to ~~and~~the ~~commercial~~Moon ~~customers~~and ~~globally~~beyond. ~~The~~Backed ~~Company~~by is a ~~leading~~world-class ~~provider~~team ~~of fully integrated launch~~ and ~~space~~proven ~~services~~ technology, ~~committed~~Firefly todesigns, ~~enabling~~develops, and deploys launch, ~~transit~~vehicles and ~~operations~~dynamic inspacecraft ~~space~~solutions ~~through~~to ~~responsive,~~support ~~reliable~~critical ~~and~~missions ~~affordable~~to ~~solutions~~space –and ~~anywhere,~~defense ~~anytime~~customers. The Company’s vertically -integrated approach encompasses the design, manufacturing and operation of small toand medium launch vehicles, landers, and spacecraft, ~~allowing~~as itwell toas ~~service~~ the ~~entire~~development ~~lifecycle~~ of ~~government~~complementary ~~and~~remote ~~commercial~~sensing, ~~missions~~missile ~~from~~defense, ~~Low~~and ~~Earth~~command ~~Orbit to the Moon~~ and tocontrol ~~deep~~software ~~space~~systems. Its purpose-built family of products aligns with the ongoing paradigm shift in government missions and procurement processes, where speed, efficiency, and economics drive customer decision-making. Through its offerings across launch, ~~lander~~ and spacecraft solutions, its vertically -integrated product line, and its infrastructure, Firefly serves as a critical provider for commercial and government customers.

Since Firefly’s formation, it has established itself as a category leader across a diverse range of products and services that takes a comprehensive approach to providing a family of solutions to its customers’ space-based opportunities.

AsOn anOctober ~~early-stage~~31, ~~company with a limited commercial operating history~~2025, ~~Firefly is subject to all~~ the ~~risks and expenses associated with a start-up company. The~~ Company ~~must,~~completed ~~among~~its ~~other~~acquisition ~~things,~~of ~~respond to competitive developments~~SciTec, ~~attract,~~Inc. ~~retain~~(“SciTec”), ~~and~~a ~~motivate~~leader ~~qualified~~in ~~personnel,~~advanced ~~and~~national ~~support~~security ~~the expense of marketing new products based on innovative technology~~technologies. The ~~Company~~acquisition ~~expects~~advances ~~to transition to operating as a manufacturing company, capable of producing and selling products at scale, as of~~ the ~~date the technological feasibility of the Alpha rocket is confirmed. The~~ Company’s ~~defines~~comprehensive ~~technological~~space ~~feasibility~~services asby ~~satisfying~~adding ~~three~~mission-proven ~~specific~~defense ~~conditions:~~software ~~(i) reaching product qualification~~analytics, ~~(ii)~~remote ~~achieving production readiness~~sensing, and ~~(iii)~~multi-phenomenology ~~having~~data ~~successfully~~expertise. ~~deployed a customer~~SciTec’s ~~payload~~core ~~into~~capabilities ~~its~~– ~~specific~~which ~~orbit~~include ~~and~~missile ~~final~~warning, ~~destination.~~tracking ~~The~~and ~~Company~~defense, ~~has~~intelligence, ~~successfully~~surveillance ~~deployed~~and ~~customer~~reconnaissance, ~~payloads~~space ~~into~~domain ~~their~~awareness, ~~specific~~and ~~orbits~~autonomous orcommand ~~destinations~~and ascontrol of– ~~September~~supplement ~~30, 2025. The Company~~Firefly’s ~~executive~~launch, ~~leadership~~lunar, ~~comprised~~and ofin-space atservices. ~~least~~SciTec ~~the~~further ~~Chief~~adds ~~Operating~~ground ~~Officer~~ and ~~the~~onboard ~~Chief~~data ~~Technology~~processing ~~Officer~~as ~~shall~~well ~~determine~~as atAI-enabled ~~what~~systems ~~point~~designed ~~the~~for ~~Company’s~~low ~~products~~latency ~~have~~operations ~~been fully qualified~~ to ~~reach~~support ~~technological~~advanced ~~feasibility~~threat ~~and~~tracking ~~full-rate production. Until this determination is made, the Company has not recorded any inventory amounts,~~ and ~~all~~response ~~costs~~across ~~incurred~~multiple ~~are expensed~~domains.

~~Liquidity~~As an early-stage company with a limited commercial operating history, Firefly is subject to all the risks and ~~Initial~~expenses ~~Public~~associated ~~Offering~~with a start-up company. The Company must, among other things, respond to competitive developments, attract, retain, and motivate qualified personnel, and support the expense of marketing new products based on innovative technology. The Company expects to transition to operating as a manufacturing company, capable of producing and selling products at scale, as of the date the technological feasibility of the Alpha rocket is confirmed. The Company defines technological feasibility as satisfying three specific conditions: (i) reaching product qualification, (ii) achieving production readiness, and (iii) having successfully deployed a customer’s payload into its specific orbit and final destination. The Company has successfully deployed customer payloads into their specific orbits or destinations. The Company’s executive leadership comprised of at least the Chief Operating Officer and the Chief Technology Officer shall determine at what point the Company’s products have been fully qualified to reach technological feasibility and full-rate production. Until this determination is made, the Company has not recorded any inventory amounts, and all costs incurred are expensed.

The unaudited condensed consolidated financial statements of the Company have been prepared on a going concern basis, which contemplates the realization of assets and the discharge of liabilities in the normal course of business. From inception, the Company has incurred an accumulated deficit totaling $~~979~~1.21 ~~million~~billion ~~and $767.6 million~~ as of ~~September~~March ~~30, 2025 and December~~ 31, ~~2024~~2026, ~~respectively,~~ and has incurred $~~137~~62.75 million and $~~117~~56.45 million in negative cash flows from operations during the ~~nine~~three months ended ~~September~~March 3031, ~~2025~~2026 and ~~2024~~2025, respectively.

~~During~~Initial ~~the~~Public ~~nine months ended September 30, 2025, the Company raised $244.7 million, through its Series D-1, Series D-3, and Series D-4 Preferred Stock financings.~~ Offering

On August 8, 2025, the Company completed its IPO of an aggregate of 22.2 million shares of its common stock, par value $0.0001, which includes the exercise in full by the underwriters of their option to purchase an additional 2.9 million shares of common stock, at a public offering price of $45.00 per share, for an aggregate offering price of $998.6 million. The Company received aggregate proceeds of $932.3 million, net of $57.4 million of underwriting discounts and commissions and $11.4 million of offering costs.

In connection with the closing of the IPO, all outstanding shares of the Company's Preferred Stock ~~(as defined in Note 11. Stockholders’ Equity (Deficit) and Redeemable Convertible Preferred Stock)~~ were converted into 105.8 million shares of common stock. All outstanding Common Warrants were automatically exercised into 1.0 million shares of common stock and 0.6 million shares of common stock are reserved for issuance upon exercise of the Series J Warrants (each as defined in Note 79. Fair Value Measurement).

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

On August 8, 2025, the Company used a portion of the net proceeds from the IPO to repay the Term Loans under the Financing Agreement (each as defined in Note 911. Notes Payable ~~and Warrants~~), together with the specified prepayment premium of $11.4 million, and accrued interest.

Certain of the Company's previously granted and outstanding stock options included both service-based and performance-based vesting conditions. The performance condition related to these awards was satisfied upon the effectiveness of the IPO, resulting in the one-time recognition of $3.0 million of stock-based compensation expense.

In connection with the IPO, the Company effected a 1-for-3.2544 reverse stock split of its common stock and a proportionate decrease in the number of its authorized shares. All share and per share information, including share-based compensation, throughout the accompanying unaudited condensed consolidated financial statements has been retroactively adjusted to reflect the reverse stock split.

Firefly plans to manage expenses and obtain additional funds as needed through the issuance of additional equity and debt. Future capital requirements will depend on many factors, including the rate of revenue growth, the selling price of the Company’s products, the expansion of sales and marketing activities, and the timing and extent of spending on research and development activities. If the Company is unable to obtain adequate financing on satisfactory terms when required, the ability to grow or support the business and to respond to business challenges could be significantly limited.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “Commission”) for interim financial information. Certain information and disclosures normally included in the audited consolidated financial statements have been condensed or omitted pursuant to such rules and regulations. The unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements theretofore the year ended December 31, 2024, included in the Registration Statement on Form S-1 (File No. 333-288646), as amended, initially filed with the Commission in connection with the Company's IPO on July 11, 2025. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, which are necessary for the fair statement of the unaudited condensed consolidated balance sheets, statements of net loss and comprehensive loss, statements of cash flows, and statements of convertible preferred stock and stockholders’ equity (deficit) for these interim periods. The results for the interim period are not necessarily indicative of the results that may be expected for a full year. All intercompany balances and transactions have been eliminated.

2. Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information. Certain information and disclosures normally included in the audited consolidated financial statements have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, which are necessary for the fair statement of the unaudited condensed consolidated balance sheets, statements of net loss and comprehensive loss, statements of cash flows, and statements of convertible preferred stock and stockholders’ equity (deficit) for these interim periods. The results for the interim period are not necessarily indicative of the results that may be expected for a full year. All intercompany balances and transactions have been eliminated.

Use of Estimates

The ~~preparation~~Company's of unaudited condensed consolidated financial statements have been prepared in conformity with U.S. GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from these estimates.

Prior Period Reclassifications

Certain immaterial prior period amounts have been reclassified to conform to the current period presentation.

Concentration of Credit Risk

~~Major~~The ~~customers~~Company ~~are~~estimates ~~defined~~expected credit losses based on relevant information about past events, including historical credit loss experience and current conditions, such as ~~those~~the ~~individually~~length ~~comprising~~of ~~more~~time ~~than~~accounts ~~10%~~receivable are past due, customer payment histories, any specific customer collection issues identified, current market conditions which may affect customer financial condition, and reasonable and supportable forecasts of future credit losses. When measuring expected credit losses, the Company’s ~~total~~will ~~revenue.~~pool ~~The~~assets ~~Company’s~~with ~~revenue~~similar ~~related~~country torisk ~~its~~and ~~major~~credit ~~customers~~risk ~~during~~characteristics. Changes in the ~~three~~relevant ~~and~~information ~~nine~~may ~~months~~significantly ~~ended~~affect ~~September~~the ~~30,~~estimates ~~2025~~of ~~and~~expected ~~2024~~credit ~~was~~losses. asThe ~~follows:~~Company writes off accounts receivable that has become uncollectible.

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2025			2024			2025			2024
Customer 1		64.9	%		75.6	%		78.0	%		62.2	%
Customer 2		1.5	%		24.3	%		10.1	%		18.4	%
Customer 3		17.4	%		0.0	%		5.2	%		0.0	%
Customer 4		0.0	%		0.0	%		0.0	%		13.2	%

Major customers are defined as those individually comprising more than 10% of the Company’s total revenue. The Company’s revenue related to its major customers during the three months ended March 31, 2026 and 2025 was as follows:


	For the Three Months Ended March 31,
	2026			2025
Customer 1		24.5	%		—
Customer 2		19.3	%		—
Customer 3		14.1	%		90.7	%

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

The customers that accounted for 10% or more of the Company’s total accounts receivable, were as follows:


	March 31,			December 31,
	2026			2025
Customer 1		38.3	%		28.6	%
Customer 2		28.7	%		22.9	%
Customer 3		6.7	%		12.8	%

Recently Issued Accounting Standards

Recently Issued Accounting Pronouncements Not Yet Adopted

ASU 2023-06

In October 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which incorporates certain SEC disclosure requirements ~~from the Commission~~ into the FASB Accounting Standards Codification (“ASC”). The amendments in the ASU are expected to clarify or improve disclosure and presentation requirements of a variety of ASC topics, allow investors to more easily compare entities subject to the ~~Commission~~SEC’s existing disclosures with those entities that were not previously subject to the requirements, and align the requirements in the ASC with the ~~Commission~~SEC’s regulations. The effective date for each amendment will be the date on which the ~~Commission~~SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The amendments in this ASU ~~should~~are to be applied prospectively. The Company does not expect that ASU 2023-06 will have a material impact on its consolidated financial statements.

ASU 2023-09

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to enhance the transparency and decision-usefulness of income tax disclosures, particularly in the rate reconciliation table and disclosures about income taxes paid. The ASU’s amendments are effective for annual periods beginning after December 15, 2025 on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2023-09.

ASU 2024-03

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. In January 2025, the FASB issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, which amends the effective date of ASU 2024-03 isto ~~effective~~clarify ~~for~~that ~~fiscal~~all ~~years~~public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and ~~for~~ interim periods within annual reporting periods beginning after December 15, 2027,. ~~with~~Early ~~early~~ adoption of ASU 2024-03 is permitted. The Company is currently evaluating the impact of adopting ~~ASU~~the ~~2024-03~~ASU.

ASU 2025-11

In December 2025, the FASB issued ASU 2025-11 Interim Reporting (Topic 270): Narrow-Scope Improvements. ASU 2025-11 clarifies the applicability of ASC 270, Interim Reporting and the form and content of interim financial statements. In addition, ASU 2025-11 requires entities to disclose material events occurring since the last annual reporting period. ASU 2025-11 will be effective for interim periods beginning January 1, 2028, and can be applied on a prospective or retrospective basis. The Company is in the process of evaluating the impact of this guidance on its financial statements; however, the Company does not expect that it will have a material impact on its consolidated financial statements.

Recently Adopted Accounting Pronouncements

ASU 2025-05

In July 2025, the FASB issued ASU 2025-05, Measurement of Credit Losses for Accounts Receivable and Contract Assets, which provides entities with a practical expedient to simplify the estimation of expected credit losses on current accounts receivable and current contract assets that arise from transactions accounted for under ASC 606, Revenue from Contracts with Customers by allowing the assumption that ~~current~~ conditions as of the balance sheet date will not change during the remaining life of the asset. ASU 2025-05 is effective for annual periods beginning after December 15, 2025 and interim periods within those annual reporting periods, with early adoption permitted. The Company ~~does~~elected ~~not~~to ~~expect~~apply ~~that~~the ~~ASU~~practical ~~2025-05~~expedient ~~will~~in its assessment of the allowance for credit losses as of January 1, 2026, which did not have a material impact on ~~its~~the Company's consolidated financial statements and related disclosures.

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

ASU 2025-06

In September 2025, the FASB issued ASU 2025-06, ~~Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40):~~ Targeted Improvements to the Accounting for Internal-Use Software, to improve the operability and application of guidance related to capitalized software development costs. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027, and interim reporting periods within those ~~fiscal~~annual ~~years~~reporting periods, with early adoption permitted. The ~~Company~~guidance may be applied prospectively, retrospectively, or using a modified retrospective basis that is ~~currently~~based ~~evaluating~~on the ~~impact~~status of ~~adopting~~the project and whether software costs were capitalized before the date of adoption. The Company early adopted ASU 2025-06 effective January 1, 2026 on a prospective basis. The adoption of ASU 2025-06 did not have a material impact on the Company’s consolidated financial statements and related disclosures.

3. ~~Revenue~~Business Combinations

~~The following table presents revenue disaggregated by type for the three and nine months ended September 30, 2025 and 2024:~~SciTec

On October 31, 2025, the Company completed the acquisition of all of the outstanding capital stock of SciTec for a purchase price of $550.3 million, consisting of $277.4 million in cash, net of cash acquired, $269.6 million in common stock, and a $3.3 million post-closing working capital adjustment (which was accrued as additional cash consideration payable and included in accrued expenses as of March 31, 2026). SciTec has over four decades of experience and offers industry-leading AI-enabled defense software applications and big data processing capabilities in the forms of cloud-based, on-premise, and edge processing of high volumes of data from satellites across all orbits that are complementary to Firefly's launch, lunar, and in-space vehicles. This acquisition is expected to complement the Company's full-service hardware and software offerings to space and defense customers. SciTec is based in Princeton, New Jersey, and has facilities in Boulder, Colorado; El Segundo, California; Fairborn, Ohio; Huntsville, Alabama; and Herndon, Virginia.

The acquisition was accounted for as a business combination under ASC 805, Business Combinations, with the Company identified as the acquirer. The purchase price allocation as of the date of acquisition was based on a preliminary valuation and is subject to revision as more detailed analyses are completed and additional information about the fair value of assets acquired and liabilities assumed becomes available during the measurement period, a period not to exceed 12 months from the acquisition date. In connection with the acquisition, the Company incurred acquisition-related costs of $24.4 million, which were expensed as incurred on the date of closing.

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2025		2024		2025		2024
Launch revenue	$	9,424	$	13,242	$	20,943	$	17,523
Spacecraft Solutions revenue		21,354		9,128		81,239		34,235
Total revenue	$	30,778	$	22,370	$	102,182	$	51,758

The table below sets forth the consideration paid, the fair value of the assets acquired, and liabilities assumed at the acquisition date, as well as the measurement period adjustments recorded as of March 31, 2026:

Launch Revenue


	Acquisition Date Amounts Recognized as of October 31, 2025		Adjustments		Acquisition Date Amounts Recognized, As Adjusted as of March 31, 2026
Consideration
Cash, net of cash acquired	$	277,417		—	$	277,417
Net working capital adjustment		—		3,321		3,321
Equity (issuance of common stock)		269,556		—		269,556
Total consideration, net of cash acquired	$	546,973	$	3,321	$	550,294

Assets acquired and liabilities assumed
Short-term investments	$	8,413	$	—	$	8,413
Accounts receivable		45,769		—		45,769
Other current assets		1,962		—		1,962
Property and equipment		7,718		—		7,718
Right-of-use assets		2,276		—		2,276
Intangible assets		153,000		—		153,000
Goodwill		433,022		3,321		436,343
Total assets		652,160		3,321		655,481

Accounts payable		11,178		—		11,178
Accrued expenses		49,780		—		49,780
Operating lease liabilities, current		711		—		711
Deferred revenue		1,770		—		1,770
Other current liabilities		840		—		840
Operating lease liabilities, non-current		3,716		—		3,716
Deferred tax liabilities		37,192		—		37,192
Total liabilities		105,187		—		105,187
Net assets acquired	$	546,973	$	3,321	$	550,294

The ~~Company~~fair ~~has~~value ~~contracts~~of ~~with~~the ~~commercial~~property and ~~government~~equipment, ~~entities~~and toworking ~~provide~~capital ~~launch~~items ~~and~~including ~~integration~~accounts ~~services~~receivable, ~~for~~other ~~payloads~~current ~~requiring~~assets, ~~transportation~~accounts ~~into~~payable, ~~orbit~~accrued ~~via~~expenses, ~~launch~~and ~~vehicles.~~other ~~These~~current ~~contracts~~liabilities, ~~may~~approximates ~~include~~their ~~milestone~~respective ~~payments~~carrying ~~and~~values ~~deposits.~~at ~~The~~the ~~Company~~date ~~considers~~of the ~~performance~~acquisition, ~~obligation~~as ~~under~~well ~~these~~as ~~contracts~~the toadjustments berecorded during the ~~initiation~~measurement ofperiod. ~~the~~Operating ~~launch~~lease ~~and~~liabilities ~~recognizes~~were ~~revenue~~remeasured at ~~that~~the ~~point~~present invalue ~~time.~~of ~~When~~ the ~~contract~~remaining ~~contains~~lease ~~multiple~~payments ~~performance~~using ~~obligations,~~the ~~stand-alone~~Company's ~~selling~~incremental ~~prices~~borrowing ~~are~~rate ~~established~~as ~~for~~of ~~each~~the ~~performance~~acquisition ~~obligation~~date. inThe ~~the~~corresponding ~~contract~~right-of-use ~~based~~assets onwere ~~cost~~measured ~~plus~~at ~~margin~~an oramount ~~market~~equal ~~prices~~to ~~for~~the ~~similar~~remeasured ~~goods~~lease ~~and services~~liabilities.

The ~~Company~~following ~~also~~table ~~enters~~summarizes ~~into contracts with its customers to provide engineering services and related components, and to develop and provide licenses for intellectual property. In these cases,~~ the ~~Company’s~~fair ~~performance~~value obligation is satisfied over time since the tasks are performed according to the customer’s specifications, which creates an asset with no alternative use to the Company, for which the Company has an enforceable right to payment for performance completed to date. The measure of ~~progress~~acquired ~~over~~identifiable ~~time~~intangible isassets ~~based~~at ~~upon an input method using a cost-to-cost measure which best depicts~~ the ~~transfer of control to the customer. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to~~ date ~~to the total estimated costs at completion~~ of the performance obligation. Estimating the total cost at completion of a performance obligation requires management to make estimates related to items such as subcontractor performance, material costs and availability, labor costs and productivity, and the costs of overhead. If estimates of total costs to be incurred on a contract exceed total estimates of revenue to be earned, a provision for the entire loss on the contract is recognized in the period the loss is incurred. Engineering services billed hourly are recognized over time. acquisition:

Spacecraft Solutions Revenue


	October 31, 2025		Weighted-Average Life
Trade name and trademarks	$	18,000	5 years
Developed technology		74,000	10 years
Customer relationships		61,000	3 years
Total acquired intangible assets	$	153,000

~~The~~On ~~Company contracts with commercial and government entities to provide end-to-end services for~~ the ~~transportation~~acquisition ofdate, ~~payloads.~~trade ~~These~~name ~~contracts~~and ~~include~~trademarks, ~~milestone~~developed ~~payments~~technology, and ~~deposits. The Company considers the performance obligation under these contracts to be the end-to-end commercial payload service. These contracts typically require that the~~ customer ~~make~~relationships ~~milestone~~are ~~payments~~classified as ~~specific~~finite-lived ~~conditions~~intangible assets and ~~tasks~~ are ~~performed.~~subject ~~The Company’s payload services obligation is satisfied over time since the tasks are performed according~~ to ~~the~~annual ~~customer’s~~impairment ~~specifications~~assessments ~~which~~under ~~creates~~ASC an asset with no alternative use to the Company where the Company has an enforceable right to payment for performance completed to date. The measure of progress over time is based upon an input method using a cost350-to30-~~cost measure which best depicts the transfer of control to the customer. Under the cost~~35-~~to-cost~~18 ~~measure~~through ~~of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation~~35-20. Estimating the total costs at completion of a performance obligation requires management to make estimates related to items such as subcontractor performance, material costs and availability, labor costs and productivity, and the costs of overhead. If estimates of total costs to be incurred on a contract exceed total estimates of revenue to be earned, a provision for the entire loss on the contract is recognized in the period the loss is incurred.

For all revenue streams, the Company considers milestone payments that are contingent on the success of a mission to be variable consideration. The Company assesses the likelihood of success of a mission at inception and may defer the recognition of some or all of the variable consideration until success of the mission is assured.

The Company’s contracts may provide customers with termination for convenience clauses, which may or may not include termination penalties. In some contracts, the size of the contractual termination penalty increases closer to the scheduled launch date. At the inception of each contract, the Company evaluates the contract’s termination provisions and the impact on the accounting contract term (i.e., the period in which the Company has enforceable rights and obligations). This includes evaluating whether there are termination penalties and if so, whether they are considered substantive. The Company applies judgment in determining whether the termination penalties are substantive.

The Company has elected the following practical expedients for Launch and Spacecraft Solutions revenue: (1) the Company does not account for significant financing components if the period between revenue recognition and when the customer pays for the product or

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

~~service~~The ~~will~~fair bevalue ~~one~~of ~~year~~the oracquired ~~less~~intangible assets, including trade name and ~~(2)~~trademarks and developed technology was determined using the ~~Company~~relief ~~does~~from ~~not~~royalty ~~account~~method, ~~for~~while ~~shipping~~customer ~~and~~relationships ~~handling~~were ~~activities~~determined asusing athe ~~separate~~multi-period ~~performance~~excess ~~obligation~~earnings method. Significant assumptions used in the determination of the fair values include forecasted revenue growth rates, ~~but~~assumed ~~rather~~royalty asrates anand ~~activity~~the ~~performed~~market-participant todiscount ~~transfer~~rate. The useful life used in the ~~promised~~valuation ~~good~~analysis orwas ~~service~~based on the economic life of each intangible asset. The Company assessed the economic useful life of these intangibles and concluded that these periods will be used as the amortization periods going forward.

~~The~~In ~~Company~~consideration ~~includes~~of inthe ~~its~~nature ~~computation~~ of ~~remaining~~the ~~performance~~amortization, ~~obligations~~management ~~customer orders for which it~~ has ~~accepted~~concluded ~~signed~~that ~~sales~~the ~~orders.~~most Asappropriate ofway ~~September~~to ~~30,~~reflect ~~2025,~~ the ~~aggregate~~economic ~~amount~~benefits of the ~~transaction~~pattern ~~price~~in ~~allocated~~which tothe ~~remaining~~benefits ~~performance~~are ~~obligations~~realized ~~was~~is ~~$723.1 million. The Company expects~~ to ~~recognize~~reflect ~~approximately~~the ~~20.7%~~amortization ofin ~~its~~a ~~remaining~~manner ~~performance~~consistent ~~obligations~~with ~~as revenue within~~ the ~~next~~cash 12flow ~~months.~~build ~~The~~up ~~remaining~~by ~~performance~~period ~~obligations~~reflected ~~are~~in ~~expected to be recognized over~~ the ~~next~~valuation ~~five years~~report.

~~Contract~~In ~~Balances~~determining the useful lives and amortization policy to apply to the intangible assets acquired, the Company assessed the pattern in which the economic benefits of the assets are consumed. Based on this assessment, the Company amortizes its intangible assets based on the methodology that approximates the pattern in which it expects to benefit economically from these acquired intangible assets. The useful life is also derived from the time period over which the majority of the cash flows are expected to be generated. The Company will employ the useful lives identified through this exercise and amortize amounts using the economic consumption of the intangible asset over the accounting useful life for amortization of the associated intangible asset.

~~Contract~~Goodwill ~~assets~~generated ~~and~~from ~~liabilities~~this ~~reflect~~business ~~timing~~combination ~~differences~~is ~~between~~primarily ~~the~~attributable ~~receipt~~to ofexpected ~~consideration~~synergies ~~and~~from the ~~fulfillment~~transaction ofand ~~performance~~incremental ~~obligations~~revenue ~~under a contract with a customer. Contract assets reflect performance obligations satisfied,~~ and ~~revenue~~profit ~~recognized~~to inbe ~~advance~~derived offrom ~~customer billings. Contract liabilities reflect consideration received in advance of~~ the ~~satisfaction of a performance obligation under a contract with a customer. Contract assets become trade receivables once the~~ Company’s ~~rights~~expansion tointo ~~consideration~~full-service ~~become~~hardware ~~unconditional.~~and ~~Such~~software ~~rights~~for ~~are~~its ~~considered~~space ~~unconditional~~and ifdefense ~~only~~customers. ~~the~~The ~~passage~~goodwill ~~of time~~ is ~~required~~not ~~before~~expected ~~payment of that consideration is due. Contract costs are those costs directly related~~ to ~~fulfillment~~be ofdeductible ~~specified~~for ~~customer contracts~~U.S. ~~Contract~~income ~~assets~~tax ~~are recorded within other current assets, and contract liabilities are recorded within deferred revenue on the unaudited condensed consolidated balance sheets~~purposes.

~~The~~Unaudited ~~Company~~Pro ~~had~~Forma ~~Launch contract assets of $2.5 million as of September 30, 2025. The Company did not have any contract asset balances as of December 31, 2024.~~Information

~~Deferred~~The ~~revenue~~following ~~consisted~~unaudited ofpro forma financial information presents the ~~following~~combined results of operations as if SciTec had been acquired as of ~~September~~the ~~30,~~beginning of fiscal year 2025. The unaudited pro forma results include certain adjustments to revenue and ~~December~~net 31loss directly attributable to each acquisition, ~~2024:~~including transaction costs.

	September 30, 2025		December 31, 2024
Launch	$	75,643	$	65,403
Spacecraft Solutions	$	89,970		87,291
Other	$	4,105		1,279
Total deferred revenue	$	169,718	$	153,973

For the SciTec acquisition, transaction costs of approximately $29.6 million are assumed to have been incurred on January 1, 2025 and recognized during 2025, of which $24.4 million were incurred by SciTec and $5.2 million were incurred by the Company.

~~During~~The ~~the~~unaudited ~~nine~~pro ~~months~~forma ~~ended~~financial ~~September~~information ~~30,~~is ~~2025~~presented ~~and~~for ~~2024,~~informational ~~the~~purposes ~~Company~~only ~~recognized~~and ~~$67.2~~is ~~million~~not ~~and~~necessarily ~~$47.9~~indicative ~~million,~~of ~~respectively,~~the consolidated results of ~~revenue~~operations ~~that~~of ~~was~~the ~~included~~combined inbusinesses had the ~~contract~~acquisitions ~~liabilities~~actually ~~balance~~occurred at the beginning of ~~each~~the ~~period.~~respective periods, nor is it indicative of the future results of operations of the combined businesses.

Loss Contracts


	For the Three Months Ended March 31, 2025
Pro forma revenue	$	98,198
Pro forma net loss and comprehensive loss	$	(88,827	)
Pro forma net loss per common share – basic and diluted	$	(7.51	)

~~The Company recognizes a contract loss when the current estimate of the consideration expected to be received is less than the current estimate of total estimated costs to complete the contract~~4. For purposes of determining the existence or amount of a contract loss, the Company considers total contract consideration, including any variable consideration constrained for revenue recognition purposes. The Company may experience favorable or unfavorable changes to contract losses from time to time due to changes in estimated contract costs and modifications that result in changes to contract prices. The Company did not recognize any new material loss provisions during the three and nine months ended September 30, 2025 and 2024, respectively. Revenue

The following table presents revenue disaggregated by type for the three months ended March 31, 2026 and 2025:


	For the Three Months Ended March 31,
	2026		2025
Launch revenue	$	13,252	$	5,170
Spacecraft Solutions revenue		67,627		50,685
Total revenue	$	80,879	$	55,855

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

4.Launch ~~Property and Equipment, Net~~Revenue

~~Property~~The Company has contracts with commercial and ~~equipment,~~government ~~net~~entities ~~consisted~~to ofprovide launch and integration services for payloads requiring transportation into orbit via launch vehicles. These contracts may include milestone payments and deposits. The Company considers the ~~following~~performance asobligation ofunder ~~September~~these ~~30,~~contracts ~~2025~~to be the initiation of the launch and ~~December~~recognizes 31revenue at that point in time. When the contract contains multiple performance obligations, ~~2024:~~stand-alone selling prices are established for each performance obligation in the contract based on cost plus margin or market prices for similar goods and services.

	September 30, 2025			December 31, 2024
Machinery and equipment	$	46,865		$	42,040
Test stands		39,914			37,209
Buildings		48,999			48,830
Land and land improvements		4,472			3,505
Construction in progress		23,159			17,551
Furniture and fixtures		1,262			1,200
Computer equipment		2,900			2,156
Software		1,142			1,122
Vehicles		430			421
Leasehold improvements		9,881			7,283
Total	$	179,024		$	161,317
Less: Accumulated depreciation		(36,469	)		(25,742	)
Property and equipment, net	$	142,555		$	135,575

The Company also enters into contracts with its customers to provide engineering services and related components, and to develop and provide licenses for intellectual property. In these cases, the Company’s performance obligation is satisfied over time since the tasks are performed according to the customer’s specifications, which creates an asset with no alternative use to the Company, for which the Company has an enforceable right to payment for performance completed to date. The measure of progress over time is based upon an input method using a cost-to-cost measure which best depicts the transfer of control to the customer. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Estimating the total cost at completion of a performance obligation requires management to make estimates related to items such as subcontractor performance, material costs and availability, labor costs and productivity, and the costs of overhead. If the estimate of total costs to be incurred for a contract exceeds the total estimate of revenue to be earned, a provision for the entire loss on the contract is recognized in the period the loss is identified. Engineering services billed hourly are recognized over time.

~~Depreciation~~Spacecraft ~~expense~~Solutions was $4.6 million and $3.5 million for the three months ended September 30, 2025 and 2024, respectively, and $12.5 million and $6.5 million for the nine months ended September 30, 2025 and 2024, respectively, and was recorded in the unaudited condensed consolidated statements of net loss within cost of sales, research and development, and selling, general, and administrative expenses.Revenue

5Spacecraft Solutions revenue includes revenue from contracts with commercial and government entities to provide end-to-end services to integrate payloads into Blue Ghost and Elytra for transport to the Moon and on-orbit space domain awareness missions, respectively, as well as to develop and provide software, sensor, and data processing capabilities for national defense missions. ~~Accrued~~These ~~Expenses~~contracts include firm-fixed-price, time and materials, and cost-plus pricing structures. For commercial payload services we consider the performance obligation to be the integration and delivery of customer payloads to specified destinations. These contracts typically require that the customer make milestone payments as specific conditions and tasks are performed. For software, sensor, and data processing contracts, we consider the performance obligation to be the development and implementation of the contracted solution. These contracts require customers to make milestone payments as specific conditions and tasks are performed, or regular periodic payments as costs are incurred. Performance obligations are satisfied over time since either (1) the tasks are performed according to the customer’s specifications and create an asset with no alternative use to the Company, or (2) the customer receives and consumes benefits as work is completed and the Company has an enforceable right to payment for performance completed to date.

~~Accrued~~For ~~expenses~~Spacecraft ~~consisted~~Solutions arrangements, the measure of progress over time is based upon an input method using a cost-to-cost measure which best depicts the ~~following~~transfer asof control to the customer. Under the cost-to-cost measure of ~~September~~progress, 30the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Estimating the total costs at completion of a performance obligation requires management to make estimates related to items such as subcontractor performance, ~~2025~~material costs and ~~December~~availability, 31labor costs and productivity, ~~2024:~~and the costs of overhead. If estimates of total costs to be incurred on a contract exceed total estimates of revenue to be earned, a provision for the entire loss on the contract is recognized in the period the loss is estimated.

		September 30, 2025			December 31, 2024
Payroll-related expenses	$		7,348	$		5,918
Professional services expenses			8,105			4,000
Other accrued expenses			4,718			4,501
Accrued expenses	$		20,171	$		14,419

Generally, our Spacecraft Solutions contracts do not contain an embedded lease because the Company is able to derive more than insignificant economic benefits from the various capabilities provided through these contracts. However, in the limited instances when the customer obtains substantially all of the economic benefits, determined at contract inception, the contract is determined to include an embedded lease. For such arrangements, the Company has determined that the customer is the deemed accounting owner of the asset during the construction period. As a result, the Company determined it is providing services for the integration and delivery of the customer payload for those arrangements, and accounts for them based on the guidance for contracts with customers.

6For all revenue streams, the Company considers customer payments that are contingent on the success of a mission or that are dependent on award criteria to be variable consideration. ~~Goodwill~~We assess the likelihood of success of a mission or achievement of contractual award requirements at inception and may defer the recognition of some or all of the variable consideration until success of the mission is assured or the award fee amount is determined.

The Company’s ~~completed~~contracts ~~its~~may ~~annual~~provide ~~goodwill~~customers ~~impairment~~with ~~assessment~~termination asfor ofconvenience ~~October 1~~clauses, ~~2024~~which ~~and~~may ~~determined~~or ~~that~~may nonot ~~adjustments~~include totermination ~~the carrying value of goodwill were necessary~~penalties. ~~Goodwill~~In issome ~~allocated~~contracts, to the ~~Company’s~~size ~~single~~of ~~reporting~~the ~~unit,~~contractual ~~which~~termination ispenalty ~~both~~increases ~~its~~closer ~~sole~~to ~~operating~~the ~~segment~~scheduled ~~and~~launch ~~only reportable segment~~date. ~~The~~At ~~carrying amount of~~ the ~~Company’s~~inception ~~goodwill was $17.1 million at both September 30, 2025 and December 31, 2024.~~

7. Fair Value Measurement

The Company measures its financial assets and liabilities at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

The Company uses the market approach to measure fair value for its financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities.

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

~~The~~of ~~carrying~~each ~~amounts~~contract, ofthe Company evaluates the contract’s ~~financial~~termination ~~instruments~~provisions and the impact on the accounting contract term (i.e., the period in which ~~include~~the ~~cash~~Company ~~equivalents,~~has ~~accounts~~enforceable ~~receivable,~~rights ~~prepaid~~and ~~expenses,~~obligations). ~~other~~This ~~current~~includes ~~assets,~~evaluating ~~accounts~~whether ~~payable,~~there ~~accrued~~are ~~liabilities~~termination penalties and ~~certain~~if ~~other~~so, ~~current~~whether ~~liabilities~~they ~~approximate~~are ~~fair~~considered ~~value~~substantive. ~~because~~The ofCompany ~~their~~applies ~~short-term~~judgment ~~maturities~~in determining whether the termination penalties are substantive.

The Company ~~issued~~has ~~warrants~~elected ~~to purchase Series J Preferred Stock (~~the ~~“Series~~following Jpractical ~~Warrants”)~~expedients infor ~~connection~~Launch ~~with~~and ~~the~~Spacecraft ~~Company’s~~Solutions ~~entrance~~revenue: ~~into the Term Loans~~ (~~as defined in Note 9. Notes Payable and Warrants~~1) ~~and~~the ~~issued~~Company ~~warrants~~does tonot ~~purchase~~account ~~common~~for ~~stock~~significant ~~(the~~financing ~~“Common~~components ~~Warrants”,~~if ~~together with~~ the ~~“Series~~period Jbetween ~~Warrants”,~~revenue ~~the~~recognition ~~“Warrants”)~~ and ~~two~~when ~~tranche obligations: (1)~~ the ~~RPM~~customer ~~Call~~pays ~~Option~~for ~~and (2)~~ the ~~Majority~~product ~~Sponsor~~or ~~Top-Up~~service ~~(both~~will asbe ~~defined~~one inyear ~~Note~~or ~~11.~~less, ~~Stockholders’ Equity~~ (~~Deficit~~2) ~~and Redeemable Convertible Preferred Stock) in connection with~~ the Company’s ~~issuance~~recognizes ofrevenue ~~the~~equal ~~Series~~to ~~D-1 Preferred Stock. The Company determined that~~ the ~~Warrants~~amount ~~and~~it ~~tranche~~has ~~obligations~~a ~~should~~right beto ~~classified~~invoice aswhen ~~either liabilities or assets on~~ the ~~unaudited~~amount ~~condensed~~corresponds ~~consolidated~~directly ~~balance sheets depending on valuation and are recorded at fair value both initially and subsequently,~~ with ~~changes~~the ~~in fair~~ value ~~recorded~~to ~~through~~the ~~earnings.~~customer ~~The~~of ~~Warrants are recorded within warrant liability,~~ the ~~RPM~~Company's ~~Call~~performance ~~Option~~to ~~is recorded within other current liabilities~~date, ~~and~~(3) the ~~Majority~~Company ~~Sponsor~~does ~~Top-Up~~not isaccount ~~recorded~~for ~~within~~shipping ~~other~~and ~~current~~handling ~~assets~~activities ~~on the audited consolidated balance sheet~~ as ofa ~~December~~separate ~~31,~~performance ~~2024. In March 2025~~obligation, ~~the~~but ~~Majority~~rather ~~Sponsor~~as ~~Top-Up~~an ~~expired~~activity ~~unexercised~~performed ~~when~~to transfer the ~~total~~promised ~~amount~~good ofor ~~Series D-1 Preferred Stock purchased by investors exceeded $250.0 million. On March 24~~service, ~~2025,~~and ~~the~~(4) ~~RPM Call Option was terminated via amendment of~~ the ~~Series~~Company Dwill ~~stock~~allocate ~~purchase agreement. As a result,~~ the ~~$0.2~~total ~~million~~consideration ~~Majority~~expected ~~Sponsor~~to ~~Top-Up~~be ~~and~~received ~~$4.2 million RPM Call Option were derecognized~~ from the ~~unaudited~~customer ~~condensed~~to ~~consolidated balance sheet as of September 30, 2025, and recognized in other income, net in~~ the ~~unaudited~~total ~~condensed~~goods ~~consolidated~~or ~~statement~~services ofexpected ~~net~~to ~~loss~~be ~~and~~provided ~~comprehensive~~to ~~loss for~~ the ~~nine~~customer, ~~months~~including ~~ended~~any ~~September~~expected ~~30,~~contract ~~2025~~term renewals.

~~Prior~~The Company includes in its computation of remaining performance obligations customer orders for which it has accepted signed sales orders. Due to their nature, time and materials contracts contain variable consideration; however, in general, the Company’'s ~~IPO~~performance onobligations ~~August~~under 8time and materials contracts qualify for the “right to invoice” practical expedient. Under this practical expedient, ~~2025~~the Company recognizes revenue over time, in the amount to which the Company ~~used~~has a ~~Monte~~right ~~Carlo~~to ~~simulation~~invoice. ~~model~~In ~~and~~addition, ~~probability~~the ~~weighted~~Company ~~valuations~~is ~~based~~not onrequired ~~different~~to ~~scenarios~~estimate ~~including~~such ~~change~~variable consideration upon inception of ~~control,~~the ~~IPO~~contract and ~~default~~reassess ~~scenarios~~the toestimate ~~value~~each ~~the~~reporting ~~Warrants~~period. The ~~value~~Company ~~per~~determined ~~Warrant~~that ~~under~~this method best represents the ~~change~~transfer of ~~control~~services, ~~scenario~~as ~~was~~upon billing the ~~average~~Company ~~value~~has ~~per~~a ~~unit~~right ~~under~~to ~~50,000~~consideration ~~Monte~~from ~~Carlo~~a ~~simulations,~~customer in an amount that directly corresponds with the value ~~per~~to ~~Warrant~~the ~~under~~customer of the ~~IPO~~Company's ~~scenario~~performance ~~was~~completed ~~based~~to ondate. As of March 31, 2026, the ~~number~~aggregate amount of ~~common~~the ~~stock~~transaction ~~equivalent~~price ~~shares~~allocated ~~(including~~to ~~the~~remaining ~~Warrants)~~performance ~~and~~obligations ~~total~~was ~~estimated~~$652.6 ~~equity~~million. ~~value~~The Company expects to recognize approximately 36.9% of ~~the~~its ~~Company,~~remaining ~~and~~performance obligations as revenue within the ~~value~~next ~~per~~12 ~~Warrant~~months. ~~under~~The remaining performance obligations are expected to be recognized over the ~~default~~next ~~scenario~~five years. The remaining performance obligations do not include variable consideration that was ~~assumed~~determined to be ~~zero~~constrained as of March 31, 2026.

InContract connection with the IPO, the Common Warrants were net exercised into 1.0 million shares of common stock. The Series J Warrants remain outstanding and continue to be classified as liabilities and remeasured at fair value as of September 30, 2025. Balances

~~Following~~Contract assets and liabilities reflect timing differences between the ~~IPO~~receipt of consideration and the fulfillment of performance obligations under a contract with a customer. Contract assets reflect performance obligations satisfied, and revenue recognized in advance of customer billings. Contract liabilities reflect consideration received in advance of the satisfaction of a performance obligation under a contract with a customer. Contract assets become trade receivables once the Company’s ~~determines~~rights to consideration become unconditional. Such rights are considered unconditional if only the ~~fair~~passage ~~value~~of time is required before payment of ~~the~~that ~~Series~~consideration Jis ~~Warrants~~due. ~~based~~Retainage onrepresents a portion of the ~~intrinsic~~contract ~~value~~amount ~~method~~that has been billed, ~~calculated~~but asthat the ~~difference~~contract ~~between~~allows the ~~trading~~customer ~~price~~to ofretain ~~its~~until ~~common~~final ~~stock~~contract ~~and~~settlement. ~~the~~Billings ~~exercise~~for ~~price~~such retainage balances are generally collected within one year of the ~~Series~~completion Jof ~~Warrants~~the project. AsContract costs are those costs directly related to fulfillment of ~~September~~specified 30customer contracts. Contract assets are recorded within accounts receivable, ~~2025~~net or other current assets, ~~the~~depending ~~fair~~on ~~value~~whether ~~per~~they ~~Series~~represent Jan ~~Warrant~~unconditional ~~was~~right ~~$8.1475~~to ~~per~~consideration, ~~warrant.~~and contract liabilities are recorded within deferred revenue on the unaudited condensed consolidated balance sheets.

~~The~~Contract ~~following~~assets ~~tables~~consisted ~~present the key inputs applied in the valuations~~ of the ~~Series J Warrants as of December 31, 2024~~following:

	December 31, 2024
	March 31, 2026			December 31, 2025
	Change ofControlScenario			IPOScenario			DefaultScenario
Unbilled receivables	$	23,262		$	16,117
Average value per Series J Warrant	$	8.43		$	2.86		$	—
Retainage		855			879
Event weighting		55	%		15	%		30	%
Total contract assets	$	24,117		$	16,996
Weighted average value per Series J Warrant	$	4.64		$	0.43		$	—
Total probability weighted average value per Series J Warrant							$	5.07

~~The~~Deferred ~~following~~revenue ~~tables~~consisted ~~present the key inputs applied in the valuations~~ of the ~~Common Warrants as of December 31, 2024~~following:


	March 31, 2026		December 31, 2025
Launch	$	71,125	$	77,843
Spacecraft Solutions		127,639		130,857
Total deferred revenue	$	198,764	$	208,700

During the three months ended March 31, 2026 and 2025, the Company recognized $27.3 million and $44.9 million, respectively, of revenue that was included in the contract liabilities balance at the beginning of each period.

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

	December 31, 2024
	Change ofControlScenario			IPOScenario			DefaultScenario
Value per Common Warrant on a marketable basis	$	0.98		$	7.03			—
Discount for lack of marketability		40	%		20	%	N/A
Value per Common Warrant on a non-marketable basis	$	0.59		$	5.62		—
Event weighting		55	%		15	%		30	%
Weighted value per Common Warrant	$	0.32		$	0.84			—
Total probability weighted value per Common Warrant							$	1.16

Loss Contracts

The Company ~~uses~~recognizes a contract loss when the ~~Black-Scholes~~current ~~option-pricing~~estimate ~~valuation~~of ~~model~~the consideration expected to ~~value~~be received is less than the ~~RPM~~current ~~Call~~estimate ~~Option.~~of ~~The~~total ~~following~~estimated ~~table~~costs ~~presents~~to complete the ~~key~~contract. ~~inputs~~For ~~applied~~purposes inof determining the ~~valuation~~existence or amount of a contract loss, the ~~RPM~~Company ~~Call~~considers ~~Option~~total ascontract ofconsideration, ~~December~~including any variable consideration, constrained for revenue recognition purposes. The Company may experience favorable or unfavorable changes in contract losses from time to time due to changes in estimated contract costs and modifications that result in changes to contract prices. The Company did not recognize any additional loss provisions during the three months ended March 31, ~~2024:~~2026 and 2025.

	December 31, 2024
Weighted average Series D Preferred Stock Price	$	16.53
Exercise price for the RPM Option	$	16.92
Risk-free rate		4.27	%
Volatility		60	%
Term (years)		0.36
Black-Scholes value (per share)	$	2.29
Number of units		1,820
Value of RPM Option	$	4,159

5. Property and Equipment, Net

~~The~~Property ~~Company~~and ~~uses~~equipment, ~~the~~net ~~forward~~consisted ~~pricing~~of ~~valuation model to value~~ the ~~Majority Sponsor Top-Up. The~~ following ~~table~~as ~~presents the key inputs applied in the valuations~~ of ~~the~~March ~~Majority~~31, ~~Sponsor~~2026 ~~Top-Up~~and ~~as of~~ December 31, ~~2024~~2025:

	December 31, 2024
	March 31,			December 31,
Amount subject to the Majority Sponsor Top-Up	$	20,198
	2026			2025
Contractual purchase price for Series D Preferred Stock (per share)	$	16.92
Machinery and equipment	$	50,039		$	47,124
Weighted average Series D Preferred Stock price	$	16.53
Test stands		42,874			42,255
Risk-free rate		4.27	%
Buildings		54,230			48,999
Term (years)		0.36
Land and land improvements		5,906			5,123
Discount factor		0.9849
Construction in progress		32,374			38,654
Value of forward obligation (per share)	$	(0.14	)
Furniture and fixtures		4,729			3,359
Number of units subject to purchase by majority sponsor		1,194
Computer equipment		5,833			5,713
Value of Majority Sponsor Top-Up	$	(170	)
Software		1,141			1,141
Vehicles		501			479
Leasehold improvements		18,589			12,984
Total		216,216			205,831
Less: Accumulated depreciation		(47,283	)		(42,093	)
Property and equipment, net	$	168,933		$	163,738

~~The~~Depreciation ~~Company~~expense ~~did~~was ~~not~~$8.7 ~~issue~~million ~~any~~and ~~Warrants~~$4.0 ~~during~~million for the three ~~and nine~~ months ended ~~September~~March 3031, 2026 and 2025. ~~The~~respectively, ~~fair~~and ~~value~~was ~~remeasurement~~recorded ofin the ~~Series~~unaudited Jcondensed ~~Warrants~~consolidated ~~resulted~~statements inof annet ~~increase~~loss inwithin ~~fair~~cost ~~value~~ of ~~$2.7~~sales, ~~million~~research and ~~$2.4~~development, ~~million for the three~~ and ~~nine months ended September 30~~selling, ~~2025~~general, ~~respectively,~~ and ~~$0.4~~administrative ~~million and $0~~expenses.~~5 million for the three and nine months ended September 30, 2024, respectively.~~

~~The Company recognized losses of $39~~6.5 ~~million~~Accrued ~~and $44.8 million related to the Common Warrants through their net exercise on August 8, 2025, during the three and nine months ended September 30, 2025, respectively.~~Expenses

Accrued expenses consisted of the following as of:


	March 31,		December 31,
	2026		2025
Payroll-related expenses	$	18,297	$	17,617
Professional services expenses		13,452		5,854
Interest expense		—		1,108
Net working capital adjustment		3,321		—
Other accrued expenses		15,286		18,176
Accrued expenses	$	50,356	$	42,755

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

~~The~~7. ~~fair~~Intangible ~~value of the Series J Warrants as of September 30~~Assets, ~~2025 was $5.3 million.~~Net

	September 30, 2025
	Level 1		Level 2		Level 3		Total
Assets:
Cash	$	622,256	$	—	$	—	$	622,256
Money market funds		372,906		—		—		372,906
Total financial assets	$	995,162	$	—	$	—	$	995,162
Liabilities:
Series J Warrants		—		5,267		—		5,267
Total financial liabilities	$	—	$	5,267	$	—	$	5,267

The intangible assets gross carrying amount and accumulated amortization as of March 31, 2026 and December 31, 2025 are detailed below.

The fair value of the Series J Warrants, Common Warrants, and tranche obligations as of December 31, 2024, was $2.9 million, $1.2 million and $4.0 million, respectively. The carrying value of the Term Loans approximated their estimated fair value as of December 31, 2024.


		March 31, 2026
	Useful Life	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Internal-use software licenses	1-3 years	$	19,953	$	(4,660	)	$	15,293
Internally-developed software	3-5 years		247		—			247
Trade name and trademarks	5 years		18,000		(1,500	)		16,500
Developed technology	10 years		74,000		(3,083	)		70,917
Customer relationships	3-9 years		61,000		(3,750	)		57,250
Total		$	173,200	$	(12,993	)	$	160,207

		December 31, 2024
			December 31, 2025
		Level 1			Level 2				Level 3			Total
	Useful Life		Gross Carrying Amount			Accumulated Amortization				Net Carrying Amount
Assets:
Internal-use software	1-3 years		$	18,484		$	(2,442	)		$	16,042
Cash		$	81,847		$	—			$	—		$	81,847
Trade name and trademarks	5 years			18,000			(600	)			17,400
Restricted cash			14,127			—				—			14,127
Developed technology	10 years			74,000			(1,233	)			72,767
Money market funds			—			41,584				—			41,584
Customer relationships	3-9 years			61,000			(1,500	)			59,500
Majority Sponsor Top-Up			—			—				170			170
Total			$	171,484		$	(5,775	)		$	165,709
Total financial assets		$	95,974		$	41,584			$	170		$	137,728
Liabilities:
Series J Warrants			—			—				2,850			2,850
Common Warrants			—			—				1,220			1,220
RPM Call Option			—			—				4,159			4,159
Total financial liabilities		$	—		$	—			$	8,229		$	8,229

~~During~~The ~~the~~Company ~~three~~capitalizes ~~and~~certain ~~nine~~development ~~months~~costs ~~ended~~incurred ~~September~~in ~~30,~~connection ~~2025,~~with its internal-use software products including specific software upgrades and enhancements when it is probable the ~~Company~~expenditures ~~recorded~~will $5result in additional features and functionality.3 ~~million~~Costs inincurred ~~transfers~~prior ~~from~~to ~~Level~~meeting 3the probable-to-complete ~~Level~~threshold 2are ~~due~~expensed as incurred. Once the probable-to-complete anthreshold ~~increase~~is insatisfied, ~~available~~internal ~~observable~~and ~~inputs~~external incosts, ~~market~~if ~~data~~direct ~~upon~~and ~~completion~~incremental, ofare capitalized until the ~~IPO~~application is substantially complete and ready for its intended use. ~~There~~Capitalization ~~were~~ceases noupon ~~transfers~~completion ~~between~~of ~~levels~~all ~~within~~substantial ~~the~~testing, ~~fair~~at ~~value~~which ~~hierarchy~~time ~~during~~amortization of the ~~three~~capitalized ~~and~~software ~~nine~~begins. ~~months~~Internally-developed ~~ended~~software ~~September~~is 30amortized on a straight-line basis over its estimated useful life, ~~2024~~generally three to five years.

8The Company capitalized $2.0 ~~Leases~~million of both internal-use software licenses and software-in-development during the three months ended March 31, 2026. Capitalized costs associated with internally-developed software are not amortized until the related assets are substantially complete and ready for their intended use. Amortization expense related to the Company's finite-lived intangible assets was $7.2 million for the three months ended March 31, 2026. The Company did not recognize any amortization expense related to its finite-lived assets for the three months ended March 31, 2025.

The ~~following~~ table below presents ~~lease~~expected amortization expense ~~recognized~~related ~~during~~to the ~~three~~Company's ~~and~~intangible ~~nine~~assets ~~months~~as ~~ended~~of ~~September~~March 3031, ~~2025 and 2024~~2026:

		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
2026 (for the remaining period)	$	21,184
		2025		2024		2025		2024
2027		25,849
Finance lease expense:
2028		22,703
Amortization of right-of-use assets		$	442	$	217	$	1,190	$	676
2029		16,667
Interest on lease liabilities			110		112		355		348
2030		16,067
Operating lease expense			182		601		977		1,886
Thereafter		57,490
Total lease expense		$	734	$	930	$	2,522	$	2,910
Internally-developed software not yet subject to amortization		247
Total future amortization	$	160,207

Amortization of right-of-use assets was recorded within research and development, and selling, general, and administrative expenses, interest on lease liabilities was recorded within interest expense, net, and operating lease expense was recorded within research and development, and selling, general, and administrative expenses, each in the unaudited condensed consolidated statements of net loss.

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

~~The operating lease for the Company’s primary office location expired on March 31, 2024~~8. The Company is currently on a month-to-month lease and in negotiations with the landlord to renew the lease. During 2025, the Company reassessed the expected renewal term of one of its operating leases, which resulted in decreases in the related right-of-use asset and lease liability of $4.3 million and $4.5 million, respectively. Goodwill

~~Operating~~Changes ~~and~~in ~~finance~~the ~~lease~~carrying ~~right-of-use~~amount ~~assets and liabilities as~~ of ~~September~~goodwill ~~30,~~are ~~2025~~detailed ~~and December 31, 2024 were as follows~~below:

	September 30, 2025			December 31, 2024
Balance at December 31, 2025		$	450,119
Assets:
SciTec acquisition net working capital adjustment			3,321
Operating lease right-of-use assets	$	9,944		$	14,604
Balance at March 31, 2026		$	453,440
Finance lease right-of-use assets	$	4,143		$	3,708
Liabilities:
Current:
Operating lease liabilities	$	395		$	1,128
Finance lease liabilities	$	1,047		$	856
Noncurrent:
Operating lease liabilities	$	10,553		$	16,466
Finance lease liabilities	$	2,266		$	1,996

AsGoodwill ~~most~~is ofdefined as an asset representing the ~~Company’s~~future ~~operating~~economic ~~leases~~benefits doarising ~~not~~from ~~provide~~other anassets ~~implicit~~acquired ~~rate,~~in ~~the~~a ~~Company~~business ~~uses~~combination ~~its~~that ~~incremental~~are ~~borrowing~~not ~~rate~~individually ~~based~~identified onand ~~information~~separately ~~available~~recognized. atAt March 31, 2026, the ~~commencement~~Company ~~date~~has inonly ~~determining~~one ~~the~~operating ~~present~~segment, ~~value~~which ofrepresents ~~lease~~its ~~payments~~only reportable segment.

~~Failed~~During ~~Sale~~the ~~and~~three ~~Leaseback~~months ended March 31, 2026 the Company settled the post-closing working capital adjustment related to the acquisition of SciTec, which resulted in an increase to goodwill of $3.3 million.

~~The Company leases various equipment through purchase and leaseback agreements with terms between five and seven years~~9. ~~The~~Fair ~~purchase~~Value and leaseback agreements provide an option for Firefly to purchase the equipment for nominal consideration that the Company is reasonably certain to exercise. The purchase and leaseback agreements were evaluated under the sale and leaseback guidance in ASC 842-40, Leases – Sale and Leaseback Transactions. Due to the purchase option, the transactions were accounted for as failed sales and leasebacks, and the Company has accounted for the purchase and leaseback agreements as financings.Measurement

AsThe ~~a result, the~~ Company ~~continues~~measures ~~to reflect the manufacturing equipment on~~ its ~~unaudited~~financial ~~condensed~~assets ~~consolidated balance sheets in property~~ and ~~equipment,~~liabilities ~~net,~~at ~~and~~fair ~~continues~~value toeach ~~recognize~~reporting ~~depreciation~~period ~~expense~~using ~~over~~a ~~its~~fair ~~estimated~~value ~~useful~~hierarchy ~~life.~~that Inprioritizes ~~2024,~~ the ~~Company~~use ~~recorded an initial financing liability~~ of ~~$34.7~~observable ~~million,~~inputs ~~net~~and ofminimizes ~~transaction~~the ~~costs,~~use ~~in notes payable. As~~ of ~~September~~unobservable ~~30,~~inputs ~~2025,~~when ~~the~~measuring ~~Company’s~~fair ~~related notes payable, current and non-current, were $5~~value.9 ~~million~~A ~~and~~financial ~~$22.6 million, respectively. As of December 31, 2024, the Company~~instrument’s ~~related~~classification ~~notes~~within ~~payable,~~the ~~current~~fair ~~and~~value ~~non-current,~~hierarchy ~~were~~is ~~$5.5~~based ~~million~~on ~~and~~the ~~$27.1~~lowest ~~million,~~level ~~respectively.~~of ~~The~~input ~~Company~~that ~~does~~is ~~not~~significant ~~recognize rent expense related~~ to ~~these purchase and leaseback agreements. Instead, periodic lease payments are recognized as interest expense and reductions of~~ the ~~principal~~fair ~~balance~~value ~~of the finance liability~~measurement.

~~For~~The ~~the~~Company ~~three~~uses ~~months~~the ~~ended~~market ~~September~~approach ~~30,~~to ~~2025,~~measure ~~payments~~fair ofvalue ~~$1.4~~for ~~million~~its ~~were~~financial ~~made~~assets ~~under the purchase~~ and ~~leaseback~~liabilities. ~~agreements,~~The ~~including~~market ~~interest~~approach ~~expense~~uses ofprices ~~$0.6 million,~~ and ~~during~~other ~~the~~relevant ~~nine~~information ~~months~~generated ~~ended~~by ~~September~~market ~~30,~~transactions ~~2025,~~involving ~~payments~~identical ofor ~~$4.1~~comparable ~~million~~assets ~~were~~or ~~made under the purchase and leaseback agreements, including interest expense of $1~~liabilities.8 ~~million.~~

~~For~~The ~~the~~carrying ~~three~~amounts ~~months~~of ~~ended~~the ~~September~~Company’s ~~30,~~financial ~~2024~~instruments, ~~payments~~which ofinclude ~~$1.0~~cash ~~million~~equivalents, ~~were~~accounts ~~made~~receivable, ~~under~~accounts ~~the~~payable, ~~purchase~~certain ~~and~~prepaid ~~leaseback agreements~~expenses, ~~including~~other ~~interest~~current ~~expense~~assets, ofaccrued ~~$0.5 million~~liabilities, and ~~during~~other ~~the~~current ~~nine~~liabilities ~~months~~approximate ~~ended~~fair ~~September~~value ~~30,~~because ~~2024, payments~~ of ~~$1.2~~their ~~millions~~short-term ~~were made under the purchase and leaseback agreements, including interest expenses of $0~~maturities.7 ~~million.~~

The Company isissued ~~required~~warrants to ~~maintain~~purchase aSeries ~~minimum~~J ~~cash~~Preferred ~~balance~~Stock of(the ~~$22~~“Series J Warrants”) in connection with the Company’s entrance into the Term Loans and issued warrants to purchase common stock (the “Common Warrants,” together with the “Series J Warrants,” the “Warrants”) and two tranche obligations: (1) the RPM Call Option and (2) the Majority Sponsor Top-Up (both as defined in Note 13.5 ~~million~~Stockholders’ ~~throughout~~Equity and Redeemable Convertible Preferred Stock) in connection with the ~~term~~Company’s issuance of the ~~purchase~~Series D-1 Preferred Stock. The Company determined that the Warrants and ~~leaseback~~tranche ~~agreements~~obligations should be classified as either liabilities or assets on the unaudited condensed consolidated balance sheets depending on valuation and are recorded at fair value both initially and subsequently, with changes in fair value recorded through earnings.

In March 2025, the Majority Sponsor Top-Up expired unexercised when the total amount of Series D-1 Preferred Stock purchased by investors exceeded $250.0 million. On March 24, 2025, the RPM Call Option was terminated via amendment of the Series D stock purchase agreement. As a result, the $0.2 million Majority Sponsor Top-Up and $4.2 million RPM Call Option were derecognized from the unaudited condensed consolidated balance sheet and recognized in other income, net in the unaudited condensed consolidated statement of net loss and comprehensive loss for the three months ended March 31, 2025.

In connection with the IPO, the Common Warrants were net exercised into 1.0 million shares of common stock. The Series J Warrants remained outstanding as of March 31, 2026.

Prior to the Company’s IPO on August 8, 2025, the Company used a Monte Carlo simulation model and probability weighted valuations based on different scenarios including change of control, IPO and default scenarios to value the Warrants. The value per Warrant under the change of control scenario was the average value per unit under 50,000 Monte Carlo simulations, the value per Warrant under the

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

9.IPO ~~Notes~~scenario ~~Payable~~was ~~and~~based on the number of common stock equivalent shares (including the Warrants) and total estimated equity value of the Company, and the value per Warrant under the default scenario was assumed to be zero.

The Company used a Black-Scholes option-pricing valuation model to value the Series J Warrants as of March 31, 2026. The following table presents the key inputs applied in the valuation of the Series J Warrants:


	March 31, 2026
Common stock price	$		28.47
Exercise price for the Series J Warrants	$		21.17
Risk-free rate		4.09%-4.14%
Volatility		94.0%-99.0%
Term (years)		7.30-8.14
Black-Scholes value (per share)	$	24.70-24.80
Number of warrants			646
Value of Series J Warrants	$		15,978

The following tables present the key inputs applied in the valuation of the Series J Warrants as of December 31, 2025:


	December 31, 2025
Common stock price	$		22.37
Exercise price for the Series J Warrants	$		21.17
Risk-free rate		3.94%-4.01%
Volatility		92.5%-97.5%
Term (years)		7.55-8.39
Black-Scholes value (per share)	$	19.00-19.06
Number of warrants			646
Value of Series J Warrants	$		12,294

During each of the three months ended March 31, 2026, and March 31, 2025 no warrants were issued. The fair value remeasurement of the Series J Warrants resulted in an increase in fair value of $3.7 million and $0.9 million for the three months ended March 31, 2026 and March 31, 2025, respectively. No warrants were exercised during the three months ended March 31, 2026 and March 31, 2025.

The fair value of the Series J Warrants on March 31, 2026 was $16.0 million.


	March 31, 2026
	Level 1		Level 2		Level 3		Total
Assets:
Cash	$	275,880	$	—	$	—	$	275,880
Money market funds		50,299		—		—		50,299
Time deposits		225,447		—		—		225,447
Total financial assets	$	551,626	$	—	$	—	$	551,626
Liabilities:
Series J Warrants	$	—	$	15,978	$	—	$	15,978
Total financial liabilities	$	—	$	15,978	$	—	$	15,978

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

The fair value of the Series J Warrants on December 31, 2025 was $12.3 million.


	December 31, 2025
	Level 1		Level 2		Level 3		Total
Assets:
Cash	$	787,747	$	—	$	—	$	787,747
Money market funds		—		5,219		—		5,219
Time deposits		100,008		—		—		100,008
Total financial assets	$	887,755	$	5,219	$	—	$	892,974
Liabilities:
Series J Warrants	$	—	$	12,294	$	—	$	12,294
Total financial liabilities	$	—	$	12,294	$	—	$	12,294

There were no transfers between levels within the fair value hierarchy during the three months ended March 31, 2026 and 2025.

10. Leases

The Company has existing operating and finance leases for corporate offices and facilities, vehicles and certain equipment. The Company's leases have remaining lease terms of less than one year to 16 years, some of which include options to extend the lease term. For purposes of calculating lease liabilities, lease terms include options to extend the lease when it is reasonable certain that the Company will exercise such options.

The components of lease expense were as follows:


	For the Three Months Ended March 31,
	2026		2025
Finance lease expense:
Amortization of right-of-use assets	$	408	$	305
Interest on lease liabilities		93		127
Operating lease expense		826		408
Total lease expense	$	1,327	$	840

Amortization of right-of-use assets was recorded within research and development, and selling, general, and administrative expenses, interest on lease liabilities was recorded within interest income, interest expense, and operating lease expense was recorded within research and development, and selling, general, and administrative expenses, each in the unaudited condensed consolidated statements of net loss.

On October 24, 2025, the Company signed a new office building lease, which commenced on March 1, 2026. The term of the lease is seven years. Upon lease commencement the Company recognized an initial lease liability of $2.8 million and a right-of-use asset of $4.5 million in accordance with ASC 842.

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

Operating and finance lease right-of-use assets and liabilities as of March 31, 2026 and December 31, 2025 were as follows:


	March 31,		December 31,
	2026		2025
Assets:
Operating lease right-of-use assets	$	18,481	$	13,938
Finance lease right-of-use assets	$	3,327	$	3,735

Liabilities:
Current:
Operating lease liabilities	$	2,051	$	1,161
Finance lease liabilities	$	1,065	$	1,056
Non-current:
Operating lease liabilities	$	21,341	$	15,832
Finance lease liabilities	$	1,733	$	2,004

As most of the Company’s operating leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on information available at the commencement date in determining the present value of lease payments.

Failed Sale and Leaseback

The Company leases various equipment through purchase and leaseback agreements with terms between five and seven years. The purchase and leaseback agreements provide an option for Firefly to purchase the equipment for nominal consideration that the Company is reasonably certain to exercise. The purchase and leaseback agreements were evaluated under the sale and leaseback guidance in ASC 842-40, Leases – Sale and Leaseback Transactions. Due to the purchase option, the transactions were accounted for as failed sales and leasebacks, and the Company has accounted for the purchase and leaseback agreements as financings.

As a result, the Company continues to reflect the manufacturing equipment on its unaudited condensed consolidated balance sheets in property and equipment, net, and continues to recognize depreciation expense over its estimated useful life. In 2024, the Company recorded an initial financing liability of $34.7 million, net of transaction costs, in notes payable. As of March 31, 2026, the Company’s related notes payable, current and non-current, were $6.1 million and $19.5 million, respectively. As of December 31, 2025, the Company’s related notes payable, current and non-current, were $6.0 million and $21.1 million, respectively. The Company does not recognize rent expense related to these purchase and leaseback agreements. Instead, periodic lease payments are recognized as interest expense and reductions of the principal balance of the finance liability.

For the three months ended March 31, 2026, payments of $1.4 million were made under the purchase and leaseback agreements in addition to interest expense of $0.5 million.

For the three months ended March 31, 2025, payments of $1.3 million were made under the purchase and leaseback agreements in addition to interest expense of $0.6 million.

11. Notes Payable

Financing Agreement

On July 17, 2023, the Company entered into a financing agreement (as amended from time to time and last amended August 13, 2024, the “Financing Agreement”) among the Company, as the Borrower, certain subsidiaries of the Company (collectively, “Guarantors”), lenders (the “Lenders”) and U.S. Bank Trust Company, N.A., as administrative agent and collateral agent (“Agent”). The Financing Agreement provided term loans in the aggregate principal amount of $136.1 million, comprised of $103.5 million principal amount of term A loans (the “Term A Loans”) and $32.6 million principal amount of term B loans (the “Term B Loans,” and together with the Term A Loans, and along with the incremental term loans from subsequent amendments from time to time, the “Term Loans”). The Term Loans mature on July 17, 2028 (the “Term Loan Maturity Date”).

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

All obligations under the Financing Agreement were guaranteed by the Company and Guarantors, comprised of all wholly owned domestic subsidiaries of the Company other than certain excluded subsidiaries, and were secured by substantially all of the Company’s assets.

An AON Insurance Policy was issued to the Agent on behalf of the Lenders, which indemnified the Lenders up to $103.5 million of the Term A Loans for any loss incurred if the Company fails to pay the Term Loans when due. The Company paid the initial insurance premium of $15.0 million using the proceeds from the Term Loans. The Company was required to pay the insurer an exit fee equal to 0.75% of the principal amount of the Term A Loans on the date on which the loans were prepaid.

The Financing Agreement required the Company to fund certain collateral accounts, comprised of interest reserve accounts and an insurance premium reserve account. Cash interest due but not paid from available unrestricted cash was payable from the interest reserve accounts, and funds deposited in the insurance premium account were used to pay the insurance premiums when due.

The Company paid $18.7 million in debt issuance costs, including both lender fees and third-party costs, using the proceeds of the Term Loans.

The Term Loans bore fixed interest rates. The interest rate for the Term A Loans was 13.875% per annum. The interest rate for the Term B Loans is 13.875% per annum from the initial closing date to the third anniversary of the initial closing date and 19.135% per annum thereafter until the Term Loan Maturity Date. Interest was computed on the basis of a 360‑day year for the actual number of days elapsed and payable monthly in cash and in arrears on the last business day of each calendar month.

Mandatory prepayments were required to be made upon the occurrence of certain events. Voluntary prepayments were permitted in whole or in part at any time. All prepayments were subject to a specified premium that applies for the first 3224 months following the initial closing date, calculated as the present value of the sum of the amounts of each unpaid interest payment due during the specified premium period computed using a discount rate equal to the treasury rate on the day one business day prior to the date of prepayment, plus 0.5%.

The Financing Agreement contained certain covenants including a requirement for a minimum cash balance, financial covenants, and negative covenants customary for transactions of this type, including a specific covenant to the interest reserve accounts to maintain a minimum interest reserve amount equal to 7.9% of the aggregate balance of the Term Loans.

The initial debt issuance costs, including the insurance premium paid, estimated second premium and final premium, exit fee and discount created by allocating proceeds to the fair value of the Series J Warrants issued in connection with the issuance of the Term Loans (~~see~~refer ~~below “Warrants~~ to ~~Purchase~~Note ~~Series~~9. JFair ~~Preferred~~Value ~~Stock”~~Measurement for ~~details~~further detail), were deferred and amortized to interest expense over the contractual term of the Term Loans using the effective interest method.

The subsequent amendments of the Financing Agreement following the initial closing date did not result in a troubled debt restructuring and were all accounted for as debt modifications. As a result, the third-party costs incurred were expensed and newly incurred lender fees, along with the previously deferred and unamortized issuance costs of the Term Loans prior to the amendments, were deferred and amortized over the remaining contractual term of the Term Loans.

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

Term Loans Extinguishment

On August 8, 2025, the Company completed its IPO and used a portion of the net proceeds to fully repay the outstanding Term Loans under the Financing Agreement. The repayment included the principal amounts of the outstanding Term Loans, accrued interest, and applicable prepayment premiums.

AsThe ~~a result of the extinguishment, the~~ Company recognized a loss on extinguishment of debt of $30.4 million ~~in the three and nine months ended September 30~~, ~~2025,~~ which includes the write-off of unamortized debt issuance costs, specified premium, and the exit fee associated with the Term A Loans and Term B Loans. The specified premium applicable to the prepayment was calculated in accordance with the terms of the Financing Agreement.

Following the repayment, all obligations under the Financing Agreement, including guarantees and collateral arrangements, were terminated. The interest reserve accounts and insurance premium reserve account were released, and the related restricted cash balances were reclassified to unrestricted cash.

~~Interest expense recognized related to the Term Loans for the three and nine months ended September 30, 2025 was as follows:~~ 22

	For the Three Months Ended September 30, 2025		For the Nine Months Ended September 30, 2025
Contractual interest expense	$	2,055	$	11,605
Amortization of debt issuance costs		759		4,315
Total interest expense	$	2,814	$	15,920

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The following table presents the net carrying amounts of the Term Loans as of December 31, 2024:

	Principal Amount Outstanding		Unamortized Debt Issuance Costs		Net Carrying Amount
Term A Loans	$	103,500	$	17,611	$	85,889
Term B Loans		32,617		5,550		27,067
Total	$	136,117	$	23,161	$	112,956

Interest expense recognized related to the Term Loans for the three and nine months ended September 30, 2024 was as follows:

	For the Three Months Ended September 30, 2024		For the Nine Months Ended September 30, 2024
Contractual interest expense	$	5,181	$	14,201
Amortization of debt issuance costs		1,315		5,403
Total interest expense	$	6,496	$	19,604

Series J Warrants

In connection with the execution of the Financing Agreement and issuance of the Term Loans, the Company issued to the Lenders detachable Series J Warrants to purchase an aggregate of 0.6 million shares of Series J Preferred Stock with a 10-year term and an exercise price of $21.1725 per share (subject to certain adjustments). The Series J Warrants are classified as liabilities as they embody an obligation to repurchase the Company’s equity. The Series J Warrants are measured at fair value both initially and subsequently with changes in fair value recognized through earnings.

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

~~Convertible~~Interest ~~Notes~~expense recognized related to the Term Loans was as follows:

On August 13, 2024, the Company issued $25.0 million in subordinated convertible promissory notes (the “Convertible Notes”) to AE Industrial as the lender. The Convertible Notes accrued 15% interest per annum payable at maturity or upon early prepayment and had an original maturity date of August 18, 2028. The Convertible Notes were subordinated to all other senior indebtedness of the Company.


	For the Three Months Ended March 31, 2025
Contractual interest expense	$	4,756
Amortization of debt issuance costs		1,415
Total interest expense	$	6,171

Pursuant to the terms of the Convertible Notes, the outstanding principal and accrued interest of the Convertible Notes would automatically share settle into the same preferred stock issued to investors at the closing of a qualified financing event, at a settlement price equal to the price of such preferred stock being offered in such financing event. A qualified financing event is a transaction in which the Company sells and issues new preferred shares, including to investors other than AE Industrial or its affiliates.

In the event of a consolidation, or merger of the Company where there is a change of control or a sale, lease or other disposition of all or substantially all of the assets of the Company (“Sale”) prior to a qualified financing event, the Company was required to redeem the Convertible Notes for cash equal to the greater of the outstanding principal plus accrued interest and the amount the lender would have received if the entire outstanding principal amount and all accrued and unpaid interest on the Convertible Notes had been converted into Series C-1 Preferred Stock shares of the Company at the Series C-1 Conversion Price immediately prior to, but contingent upon, the closing of such event.

If neither a qualified financing event or a Sale event occurred prior to the maturity date, the outstanding principal and accrued interest of the Convertible Notes would automatically convert into Series C-1 Preferred Stock of the Company at a conversion price equal to the original issue price of the Series C Preferred Stock (subject to certain adjustments). Series C-1 Preferred Stock would have the same terms as to the Series C Preferred Stock. The outstanding principal and accrued interest of the Convertible Notes could be accelerated by the lender upon the occurrence and continuation of an event of default.

The redemption upon a Sale event feature required bifurcation as an embedded derivative. However, such embedded derivative only had de minimis value given that the probability of the triggering event was considered remote.

The Company did not incur material debt issuance costs. As a result, the effective interest rate of the Convertible Notes is equal to the contractual interest rate of 15% per annum.

The outstanding principal of $25.0 million and accrued interest of $0.8 million of the Convertible Notes automatically share settled into 1.5 million shares of Series D-1 Preferred Stock when the Company closed on the Series D Preferred Stock financing on October 31, 2024. Such settlement was accounted for as a debt extinguishment transaction with no gain or loss being recognized given that the settlement price was at par amount and there was no unamortized debt issuance cost at the time of settlement. Refer to Note 11. Stockholders’ Equity (Deficit) and Redeemable Convertible Preferred Stock for further detail on the Series D-1 Preferred Stock.

Revolving Line of Credit

On August 8, 2025, following the completion of the IPO, the Company entered into a new ~~revolving~~ credit agreement providing for a senior secured revolving credit facility (the “Revolving Credit Facility”) in the aggregate principal amount of $125.0 million, which includes a sublimit for the issuance of letters of credit in an amount up to $15.0 million and a sublimit for swingline loans in an amount up to $7.5 million.

~~The~~On ~~Revolving~~November ~~Credit~~7, ~~Facility matures on August 8~~2025, ~~2028.~~the ~~The~~Company ~~loans~~amended ~~under~~ the ~~Revolving~~credit ~~Credit~~agreement ~~Facility bear interest at a variable rate per annum equal~~ to, atamong ~~our~~other ~~option~~things, ~~either~~increase ~~(a)~~the ~~term~~then-existing ~~SOFR~~commitments ~~plus~~under ~~a 3.00% spread or (b) an alternative base rate (as set forth in~~ the ~~credit~~Revolving ~~agreement)~~Credit ~~plus~~Facility aby 2$135.~~00% spread. A commitment fee of~~ 0~~.375%~~ ~~per~~million ~~annum~~for isan ~~applied~~aggregate onprincipal ~~the~~amount ~~unused~~of ~~commitments~~$260.0 ~~under the Revolving Credit Facility~~million.

InOn ~~connection~~April ~~with~~3, ~~the execution of the Revolving Credit Facility~~2026, the Company ~~incurred~~amended ~~$2.4~~the ~~million~~credit inagreement ~~lender fees~~to, ~~which~~among ~~was~~other ~~deferred~~things, ~~and~~further ~~capitalized~~increase inthe ~~other~~existing ~~noncurrent~~commitments ~~assets~~under on the ~~unaudited~~Revolving ~~condensed~~Credit ~~consolidated~~Facility ~~balance~~by ~~sheets~~$45.0 ~~As of September 30~~million, ~~2025,~~for noan ~~amounts~~aggregate ~~have~~principal ~~been~~amount ~~drawn~~of ~~under~~$305.0 ~~the Revolving Credit Facility~~million.

21The Revolving Credit Facility matures on August 8, 2028.

As of March 31, 2026, the loans under the Revolving Credit Facility bear interest at a variable rate per annum equal to, at the Company's option, either (a) term SOFR plus a 3.00% spread or (b) an alternative base rate (as set forth in the credit agreement) plus a 2.00% spread. After giving effect to the April 3, 2026 amendment, the loans under the Revolving Credit Facility bear interest at a variable rate per annum equal to, at the Company's option, either (a) term SOFR plus a 3.25% spread or (b) an alternative base rate (as set forth in the credit agreement) plus a 2.25% spread.

A commitment fee of 0.375% per annum is applied on the unused commitments under the Revolving Credit Facility.

Capitalized debt issuance costs are amortized into interest expense over the term of the Revolving Credit Facility on a straight-line basis. The remaining unamortized debt issuance costs for the Revolving Facility totaled $3.1 million as of March 31, 2026. Interest expense recognized during the three months ended March 31, 2026 related to the Revolving Facility were $2.7 million, including $2.4 million of contractual interest expense and $0.3 million in amortization of debt issuance costs.

On February 18, 2026, the Company repaid the $260.0 million in then-outstanding aggregate principal. At March 31, 2026, the Revolving Credit Facility remained undrawn.

The following table presents the Company's outstanding debt:


	March 31,			December 31,
Notes	2026			2025
4.50% due 2026	$	139		$	184
7.71% due 2029(2)		17,277			18,403
8.31% due 2031(2)		8,365			8,692
Other notes		1,276			1,530
Outstanding borrowings on Revolving Credit Facility		—			260,000
Total debt		27,057			288,809
Less: Unamortized issuance costs(1)		(257	)		(269	)
Total debt, net		26,800			288,540
Less: Current portion		7,116			7,099
Long-term debt, net	$	19,684		$	281,441

(1) The unamortized issuance costs do not include the $3.1 million in debt issuance costs related to the Revolving Credit Facility included in other long term assets.

(2) Includes obligations related to various equipment recorded as failed sale leaseback transactions. Refer to Note 10. Leases for further detail.

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

~~10.~~The ~~Commitments~~following table summarizes the future principal payments on notes payable in each of the next five years and ~~Contingencies~~thereafter:


2026 (for the remaining period)	$	5,437
2027		6,913
2028		7,078
2029		5,084
2030		1,882
Thereafter		663
Total		27,057
Less: Unamortized issuance costs(1)		(257	)
Total debt, net	$	26,800

(1) The unamortized issuance costs do not include the $3.1 million in debt issuance costs related to the Revolving Credit Facility included in other assets, less current portion.

12. Commitments and Contingencies

Litigation and Claims

The Company is involved in various pending and threatened litigation matters in the ordinary course of business. In the future, it may be subject to additional legal proceedings, the scope and severity of which is unknown and could adversely affect its business. In addition, from time to time, the Company may receive letters or other forms of communication asserting claims against it.

On November 11, 2025, one of Firefly’s purported stockholders filed a putative class action complaint in the United States District Court for the Western District of Texas in an action captioned Diamond v. Firefly Aerospace Inc., et al., Case No. 1:25-cv-01812 (W.D. Tex.) (the “Securities Action”). The complaint names Firefly and certain of Firefly’s current and former directors and officers as defendants, and asserts claims for alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10b-5 promulgated thereunder and Sections 11 and 15 of the Securities Act of 1933, as amended (the “Securities Act”), arising from allegedly false or misleading statements or omissions of purportedly material fact concerning the demand and growth prospects of Firefly’s Spacecraft Solutions offerings and the operational readiness and commercial viability of the Alpha rocket. On March 26, 2026, the Court appointed a lead plaintiff, pursuant to the Private Securities Litigation Reform Act of 1995 and recaptioned the case as In re Firefly Aerospace Securities Litigation. The lead plaintiff in this matter is expected to file an amended complaint by May 29, 2026. Firefly intends to defend itself vigorously against these allegations and claims, but is currently unable to predict the outcome of this lawsuit and therefore cannot determine the likelihood of loss nor estimate a range of possible loss.

On December 23, 2025, one of Firefly’s purported stockholders filed a complaint in the United States District Court for the Western District of Texas in an action captioned Shadowbolt v. Kim, et al., Case No. 1:25-cv-02126 (W.D. Tex.) (the “Derivative Action”). The plaintiff seeks to pursue claims, purportedly on Firefly’s behalf, against certain of Firefly’s current and former directors and officers for alleged breaches of fiduciary duty and contribution under Section 21D of the Exchange Act and Section 11(f) of the Securities Act, among other common law causes of action, arising from substantially the same allegations at issue in the Securities Action. The Derivative Action is stayed in its entirety pending entry of final judgment, including after any appeals have been pursued or exhausted, in the Securities Action. Firefly is currently unable to predict the outcome of this lawsuit and therefore cannot determine the likelihood of loss nor estimate a range of possible loss.In addition to the above, in the ordinary course of business, Firefly is involved in a variety pending and threatened litigation matters, and in the future, Firefly may be subject to additional legal proceedings, the scope of which is unknown and could adversely affect our business. In addition, from time to time, we may receive letters or other forms of communication asserting claims against us. Regardless of the outcome, these proceedings could adversely impact our business because of defense costs, diversion of management resources, and other factors. Although the results of legal proceedings and claims are inherently unpredictable and uncertain, Firefly currently does not believe that these matters, individually or in the aggregate, will materially affect Firefly’s business, financial position, results of operations or cash flows.

Contingencies

~~The~~From ~~Company~~time ~~recognized~~to ~~$15.7~~time, ~~million~~the ~~and~~Company ~~$19.5~~may ~~million~~have incertain contingent liabilities ~~related~~that toarise ~~Spaceflight,~~in ~~Inc.~~the ~~contracts~~ordinary ascourse of ~~September~~business ~~30,~~activities. ~~2025~~The Company accrues a liability for such matters when it is probable that a liability has been incurred and ~~December~~the ~~31,~~amount ~~2024,~~can ~~respectively~~be reasonably estimated. When only a range of a possible loss can be established, ~~which~~the ismost ~~included~~probable amount in the range is accrued. If no amount within the range is a better estimate than any other ~~non-current~~amount ~~liabilities~~within inthe range, the ~~unaudited~~minimum ~~condensed~~amount ~~consolidated~~in ~~balance~~the ~~sheets~~range is accrued. The accrual

~~11. Stockholders’ Equity (Deficit) and Redeemable Convertible Preferred Stock~~ 24

~~Preferred~~Table ~~Stock~~of ~~Conversion~~Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

for a litigation loss contingency might include, for example, estimates of potential damages, outside legal fees, and other directly related costs expected to be incurred.

The Company does not believe that any such matters, individually or in the aggregate, will materially affect the Company's consolidated financial condition, results of operations, or cash flows.

The Company recognized $1.5 million and $2.3 million in contingent liabilities related to Spaceflight, Inc. contracts as of March 31, 2026 and December 31, 2025, respectively, which is included in other non-current liabilities in the unaudited condensed consolidated balance sheets. Due to the resolution of certain of the underlying matters, the balance decreased by $0.8 million during the three months ended March 31, 2026, and resulted in a net gain recognized in the condensed consolidated statements of net loss and comprehensive loss during the three months ended March 31, 2026.

Indemnification Agreements

In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless and defend an indemnified party for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third-party actions. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. To date, the Company has not incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. The Company has also entered into indemnification agreements with its directors and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers to the fullest extent permitted by Delaware corporate law. The Company also currently has directors’ and officers’ insurance.

13. Stockholders’ Equity and Redeemable Convertible Preferred Stock

Redeemable Convertible Preferred Stock

On August 8, 2025, in connection with the Company's IPO, all of the then-outstanding shares of the Company’s redeemable convertible preferred stock (collectively, the “Preferred Stock”) were automatically converted into 105.8 million shares of common stock.

AtThe ~~December 31, 2024, the~~ Company’s Preferred Stock consisted of the following:

			December 31, 2024
			March 31, 2025
	Par Value		AuthorizedShares		Shares IssuedandOutstanding		CarryingAmount
Series Seed Preferred Stock	$	0.0001		2,023		2,023	$	2,950
Series Seed-1 Preferred Stock	$	0.0001		3,273		3,273		204,454
Series A Preferred Stock	$	0.0001		6,005		6,005		74,913
Series B Preferred Stock	$	0.0001		5,869		5,869		72,096
Series C Preferred Stock	$	0.0001		11,159		11,159		~~213~~219,~~871~~450
Series M Preferred Stock	$	0.0001		2,812		2,812		10,990
Series J Preferred Stock	$	0.0001		922		—		—
Series D-1 Preferred Stock	$	0.0001		1726,~~729~~594		1017,~~447~~305		~~180~~302,~~308~~221
Series D-2 Preferred Stock	$	0.0001		1,241		—		—
Total				51,033		41,588	$	759,582
Series D-3 Preferred Stock	$	0.0001		5,510		—		—
Total				65,408		48,446	$	887,074

The following summarizes the rights, preferences, and privileges of the Company’s redeemable convertible preferred stock preceding the Company’s IPO:

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

Liquidation Preference

Upon a liquidation, dissolution or winding up of the Company or any deemed liquidation event, out of the funds and assets of the Company available for distribution to its stockholders and in the order of the Series D Preferred Stock, Series C Preferred Stock, Series J Preferred Stock, Series B Preferred Stock, Series A Preferred Stock, Series Seed-1 Preferred Stock, Series Seed Preferred Stock and Series M Preferred Stock, each holder of the Series D Preferred Stock, Series C Preferred Stock and Series B Preferred Stock was entitled to receive an amount in cash equal to two times the original issue price for such shares plus accrued but unpaid dividends; each holder of the Series A Preferred Stock was entitled to receive an amount in cash equal to one and a half times the original issue price for such shares plus any declared but unpaid dividends; each holder of the Series Seed Preferred Stock and Series Seed-1 Preferred Stock was entitled to receive an amount in cash equal to the deemed issue price for such shares plus accrued but unpaid dividends; and each holder of the Series J Preferred Stock and Series M Preferred Stock was entitled to receive an amount in cash equal to the original issue price for such shares plus accrued but unpaid dividends.

The deemed issue price of the Series Seed Preferred Stock and Series Seed-1 Preferred Stock was $1.4590 per share and $62.4715 per share, respectively. The original issue price of the Series Seed Preferred Stock, Series Seed-1 Preferred Stock, Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series M Preferred Stock, and Series J Preferred Stock was $0.1281 per share, $6.2471 per share, $12.4888 per share, $12.7791 per share, $16.0640 per share, $16.9213 per share, $16.0640 per share, and $16.0640 per share, respectively.

Dividends

Out of assets of the Company legally available for dividends and in the same order as the order of the liquidation preference of each series of the Preferred Stock, except that the Series Seed-1 Preferred Stock and Series Seed Preferred Stock shall had the same priority in any dividend distribution, each holder of the Series D-1 Preferred Stock, Series D-2 Preferred Stock, Series D-3 Preferred Stock and Series C Preferred Stock was entitled to receive dividends accruing on a daily basis, whether or not declared by the Company, at the annual non-compounding rate of 12% of the original issue price per share; each holder of the Series Seed-1 Preferred Stock and Series Seed Preferred Stock was entitled to receive when, if and as declared by the Company’s Board of Directors non-cumulative and non-accruing dividends at the annual rate of 8% of the applicable deemed issue price per share; and each holder of the remaining series of the Preferred Stock was entitled to receive non-cumulative and non-accruing dividends at the annual rate of 8% of the applicable original issue price per share.

The Preferred Stock dividends were payable when and if declared by the Company. After payment of the Preferred Stock dividends, any additional dividends would be distributed among all holders of the Preferred Stock and common stock according to the number of shares of common stock that would be held by each holder of the Preferred Stock if all their shares were converted into common stock at the then applicable conversion rate.

On July 10, 2025, the Company’s Board of Directors declared a dividend (the “Preferred Stock Dividend”) payable in shares of the Company's common stock in respect of all accrued and unpaid dividends on the Company’s outstanding shares of Series C, Series D-1, Series D-2, and Series D-3 Preferred Stock held as of July 11, 2025. The Company paid the Preferred Stock Dividend on July 16, 2025, upon receipt of consents that were required from certain third parties, and issued approximately 3.3 million shares of common stock to the then-existing holders of its Series C, Series D-1, Series D-2, and Series D-3 Preferred Stock.

On August 8, 2025, the Company’s Board of Directors declared a dividend (the “IPO Closing Preferred Stock Dividend”) payable in cash in respect of all unpaid dividends on the Company’s outstanding shares of Series C, Series D-1, Series D-2, and Series D-3 Preferred Stock that had accrued following July 11, 2025 through the conversion of such Preferred Stock into shares of common stock on August 8, 2025 in connection with the completion of the IPO. On August 28, 2025, the Company paid the IPO Closing Preferred Stock Dividend in an aggregate amount of $5.0 million in cash.

Voting Rights

Each holder of the Preferred Stock, except for the holder of the Series D-2 Preferred Stock was entitled to the number of votes equal to the number of whole shares of common stock into which the shares of the Preferred Stock held by such holder could be converted as of the record date on any matter presented to the Company’s stockholders for their action or consideration at any meeting. Additionally, if the Glow Investors, affiliates of AE Industrial Partners L.P. (“AE Industrial”) and its permitted transferees hold less than 50.1% of the votes represented by all outstanding shares of the Company’s equity as a result of certain stock options, the number of votes then held

Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

by the Glow Investors shall be automatically adjusted such that the Glow Investors hold in the aggregate 50.1% of the votes represented by all outstanding shares of the Company’s equity.

Conversion Rights

Optional Conversion

The Series Seed Preferred Stock and Series Seed-1 Preferred Stock were convertible into the number of shares of common stock determined by dividing the deemed issue price by the conversion price in effect. All other series of the Preferred Stock were convertible, at the option of the holder thereof, at any time after the date of issuance and from time to time, into such number of fully paid and nonassessable shares of Common Stock determined by, for the Preferred Stock other than the Series Seed Preferred Stock and Series Seed-1 Preferred Stock, into the number of shares of common stock determined by dividing the original issue price for the relevant series of the Preferred Stock by the conversion price in effect for such series of the Preferred Stock. Each share of Series D-2 Preferred Stock was convertible into one share of Series D-1 Preferred Stock.

Mandatory Conversion

Upon the closing of a Qualified IPO or a SPAC Transaction (each as defined in the Company’s Amended and Restated Certificate of Incorporation) or (1) a majority vote of the holders of the outstanding shares of the Preferred Stock on an as-converted basis, (2) a majority vote of the holders of the outstanding shares of the Series C Preferred Stock, and (3) the Requisite Series D Preferred Approval (as defined in the Company’s Amended and Restated Certificate of Incorporation), all outstanding shares of the Preferred Stock would automatically convert into shares of common stock at the then-effective conversion rate for such share. The conversion prices and rates for each series of the Preferred Stock were the same in the event of a mandatory conversion as they would be in the event of an optional conversion.

Redemption

On or after the fifth anniversary of their issuance, shares of the Series D Preferred Stock would have become redeemable at a price equal to the original issue price per share plus all unpaid dividends thereon, in three annual installments commencing not more than one-hundred eighty days after the Requisite Series D Preferred Approval (the “Series D Redemption Right”).

Subject to the prior satisfaction of the Series D Redemption Right, shares of the Series C Preferred Stock were entitled to the same redemption right on or after the fifth annual anniversary of the original issue date of the Series D Preferred Stock.

The Preferred Stock was classified as mezzanine, or temporary, equity as the Preferred Stock was redeemable in the event of a deemed liquidation event. This event was not within the Company’s control as the Company’s Board of Directors was controlled by the holders of the Preferred Stock, and the Series D Preferred Stock and Series C Preferred Stock were also redeemable at the holder’s option after the fifth anniversary of the original issuance of the Series D Preferred Stock.

For the periods prior to the mandatory conversion of the Series C and Series D Preferred Stock, the Company accreted the Series D Preferred Stock and Series C Preferred Stock to their redemption value at each reporting date, which equaled to their original issue price plus the accrued but unpaid dividends, as they were probable of becoming redeemable under the redemption option at the holder’s option. The Company recognized the changes in redemption in the redemption value immediately as they occurred and adjusts the carrying value to equal to the current maximum redemption value at the end of each reporting period. During the three months ended March 31, 2025, the Company recorded accretion of $6.6 million and $5.6 million, respectively, related to the Series D Preferred Stock and Series C Preferred Stock, respectively. The accretion is recorded as an adjustment to the additional paid-in capital in the consolidated balance sheets. The Company recognizes all other series of Preferred Stock at their issuance price, net of issuance costs, and is not currently remeasuring these series of Preferred Stock as they were neither currently redeemable nor probable of becoming redeemable.

Warrants to Purchase Common Stock

OnIn ~~October~~connection ~~31,~~with ~~2024,~~the issuance of the ~~Company~~Series ~~entered~~D-1 ~~into~~Preferred Stock at the Series D ~~Purchase~~Initial ~~Agreement~~Closing, ~~with~~the ~~certain~~Company ~~investor~~issued ~~parties~~investors ~~and~~the onCommon ~~the~~Warrants ~~same~~to ~~date~~purchase ~~sold~~an 10aggregate of 1.40 million shares of ~~its~~common ~~Series~~stock ~~D-1~~with ~~Preferred~~a ~~Stock~~ten-year atterm aand ~~purchase~~exercise price of $160.~~9213~~91 per share ~~for~~(subject ~~aggregate~~to ~~gross~~certain ~~proceeds~~adjustments). ofThe ~~$175.5~~Common ~~million~~Warrants ~~(the~~were ~~“Series~~classified Das ~~Initial~~derivative ~~Closing”),~~liabilities ~~including~~as ~~$25.8~~they ~~million~~contained ~~principal~~a ~~and~~change ~~accrued~~of ~~interest~~control ~~from~~provision that could result in the ~~conversion~~holders receiving a settlement amount exceeding the fair value of the ~~subordinated~~Common ~~convertible~~Warrants ~~promissory~~at ~~notes.~~the Ontime ~~November~~of ~~15,~~settlement ~~2024,~~and ~~the~~such ~~Company~~provision ~~completed~~could ahave ~~subsequent~~also ~~closing~~resulted (in the ~~“Series~~Common DWarrants ~~Second~~being redeemed outside of the Company’s

2227

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

~~Closing”)~~control. The Common Warrants were measured at fair value both initially and ~~sold~~subsequently anwith ~~additional~~changes 0in fair value recognized through earnings. The fair value of the Common Warrants was $1.3 million ~~shares~~upon ofissuance, which created a discount on the Series D-1 Preferred Stock atthat ~~$16.9213~~discount ~~per~~was ~~share~~accreted ~~for~~to ~~aggregate~~the ~~gross~~redemption ~~proceeds~~value of $the Series D-1 Preferred Stock as part of the subsequent remeasurement of the Series D-1 Preferred Stock.3 ~~million~~In connection with the IPO on August 8, 2025, all Common Warrants were exercised into the Company’s common stock.

In connection with the issuance of the Series D-1 Preferred Stock at the Series D Initial Closing, the Company issued investors the Common Warrants to purchase an aggregate of 1.0 million shares of common stock with a ten-year term and exercise price of $0.91 per share (subject to certain adjustments). The Common Warrants were classified as derivative liabilities as they contained a change of control provision that could result in the holders receiving a settlement amount exceeding the fair value of the Common Warrants at the time of settlement and such provision could have also resulted in the Common Warrants being redeemed outside of the Company’s control. The Common Warrants were measured at fair value both initially and subsequently with changes in fair value recognized through earnings. The fair value of the Common Warrants was $1.3 million upon issuance, which created a discount on the Series D-1 Preferred Stock that discount was accreted to the redemption value of the Series D-1 Preferred Stock as part of the subsequent remeasurement of the Series D-1 Preferred Stock. In connection with the IPO on August 8, 2025, all Common Warrants were exercised into the Company’s common stock.

Tranche Obligations

At the time of the Series D Initial Closing, the Company granted the RPM Investor (an investor in the Series D-1 Preferred Stock) the option but not obligation to purchase up to 1.8 million shares of Series D-1 Preferred Stock at a purchase price of $16.9213 per share (the “RPM Call Option”) at the final closing of the Series D Preferred Stock. On November 15, 2024, in connection with the Series D Second Closing, the number of the shares underlying the RPM Call Option was amended to 1.9 million shares.

In addition, at the time of the Series D Initial Closing, the Company and the Majority Sponsor, an affiliate of AE Industrial, agreed that, if the total amount of the Series D Preferred Stock purchased was less than $250.0 million within six months of the Series D Initial Closing, the Majority Sponsor would purchase additional Series D Preferred Stock to make their total investment equal to $125.0 million (the “Majority Sponsor Top-Up,” and together with the RPM Call Option, the “Tranche Obligations”).

~~The~~In ~~Tranche~~March ~~Obligations~~2025, ~~are~~the ~~classified~~Majority asSponsor ~~liabilities.~~Top-Up ~~The~~expired ~~RPM~~unexercised ~~Call~~when ~~Option~~the ~~represents~~total anamount ~~unconditional~~of ~~obligation to issue~~ Series D-1 Preferred Stock, ~~and~~purchased ~~the~~by ~~Majority~~investors ~~Sponsor~~exceeded ~~Top-Up~~$250.0 ~~represents~~million. aOn ~~conditional~~March ~~obligation~~24, to2025, ~~issue~~the ~~Series~~RPM DCall ~~Preferred~~Option ~~Stock.~~was ~~Because~~terminated via amendment of the Series D ~~Preferred~~Purchase ~~Stock~~Agreement. ~~may~~As bea ~~redeemed~~result, ~~upon events not within~~ the ~~Company’s~~Majority ~~control,~~Sponsor ~~the~~Top-Up ~~Tranche~~and ~~Obligations~~RPM ~~embody~~Call aOption ~~conditional~~were ~~obligation~~derecognized ~~for~~from the ~~Company~~unaudited tocondensed ~~transfer~~consolidated ~~assets~~balance tosheet, ~~repurchase~~with ~~its~~all ~~equity~~related ~~under~~amounts ~~such~~recognized ain ~~scenario~~other income, net.

~~The Tranche Obligations are measured at fair value both initially and subsequently with changes in fair value recognized through earnings~~14. ~~Upon issuance, the aggregate value of the Tranche Obligations created a discount on the Series D-1 Preferred~~ Stock ~~and this discount was accreted to the redemption value of the Series D~~-1Based Preferred Stock as part of the subsequent remeasurement of the Series D-1 Preferred Stock. In March 2025, the Majority Sponsor Top-Up expired unexercised when the total amount of Series D Preferred Stock purchased by investors exceeded $250.0 million. On March 24, 2025, the RPM Call Option was terminated via amendment of the Series D Purchase Agreement. As a result, the Majority Sponsor Top-Up and RPM Call Option were derecognized from the unaudited condensed consolidated balance sheet, with all related amounts recognized in other income, net.Compensation

~~12.~~2017 ~~Income~~Equity ~~Taxes~~Incentive Plans

~~The~~In October 2017, the Company ~~computes~~adopted ~~its~~and ~~provision~~approved the 2017 Stock Plan (the “2017 Plan”) under which 3.1 million shares of the Company’s common stock were originally reserved for ~~income~~issuance ~~taxes~~to employees, directors, and consultants. Since its inception, the Company has periodically amended the 2017 Plan to increase the number of reserved shares. In 2023, the Company twice amended the 2017 Plan to increase the number of reserved shares to a total of approximately 26.7 million. In 2024, the Company twice amended the 2017 Plan to increase the number of reserved shares by ~~applying~~an additional total 11.3 million shares for a total of approximately 38.1 million. Under the ~~estimated~~2017 ~~annual~~Plan, ~~effective~~the ~~tax~~Company ~~rate~~may grant stock options, restricted stock awards ("RSAs”), and RSUs. Options granted under the Plan may be either incentive stock options (“ISOs”) or stock options (“NSOs”). ISOs may be granted only to ~~year-~~Company employees (including officers and directors). Awards granted under the 2017 Plan generally vest based on service over various periods ranging from immediately to five years. Certain performance-~~date~~based ~~income~~awards ~~from~~vest ~~recurring~~upon ~~operations~~the ~~and~~occurrence ~~adjusts~~of a qualified liquidity event (including a change in control or IPO), while some awards may accelerate vesting upon such an event. Options expire as determined by the ~~provision~~Board ~~for~~of ~~discrete~~Directors ~~tax~~but ~~items~~not ~~recorded~~more than ten years after the date of grant, unless the holder of an ISO owns more than 10% of the voting power in the ~~period~~Company, in which case the term cannot exceed five years. The Company had no shares of common stock available for issuance under the 2017 Plan, as of March 31, 2026.

~~The~~In 2024, the Company ~~had~~established noa ~~income~~Performance-Based ~~tax~~Incentive ~~expense~~Compensation ~~for~~Plan ~~either~~(the “2024 Plan”) that allows for the ~~three~~issuance orof ~~nine~~stock ~~months~~options, ~~ended~~RSAs, ~~September~~RSUs, 30and cash incentives to employees, ~~2025~~directors, orand ~~for~~consultants. The stock based awards granted under the ~~three~~2024 ~~and~~Plan ~~nine~~are ~~months~~governed ~~ended~~in ~~September~~accordance ~~30,~~with the 2017 Plan. The 2024, ~~income~~Plan ~~tax~~also ~~expense~~includes ~~was~~cash ~~primarily~~incentive ~~attributable~~opportunities tied to the ~~valuation~~achievement ~~allowance~~of ~~established~~specific ~~against~~performance Ugoals.S. ~~federal~~Subsequent to its adoption, all equity-based awards were issued under the 2024 Plan, and ~~state~~no ~~deferred~~further ~~income~~awards ~~tax~~were ~~assets~~granted under the 2017 Plan.

~~13.~~2025 ~~Related~~Omnibus ~~Party~~Incentive ~~Transactions~~Plan

~~Investments~~In July 2025, the Board of Directors adopted, and ~~Debts~~the Company's stockholders approved, the Firefly Aerospace Inc. 2025 Omnibus Incentive Plan (the “2025 Plan”). The 2025 Plan authorizes grants of stock options, stock appreciation rights, RSAs, RSUs, performance awards, other stock‑based awards, cash awards, and substitute awards. The 2025 Plan reserves 24.1 million shares of common stock, subject to annual increases beginning January 1, 2026 equal to the lesser of (i) 3% of shares outstanding or (ii) a smaller amount determined by the Board of Directors. RSUs and restricted stock granted under the 2025 Plan vest based on service, performance conditions, or both, and unvested units are typically forfeited upon termination.

The following transactions occurred between the Company and AE Industrial, which acquired the Company during 2022 and held a 39.63% equity interest in the Company as of September 30, 2025. Even though the Company is part of AE Industrial’s portfolio of companies, it is not a part of AE Industrial’s consolidated tax return and files its tax returns independently.28

23Table of Contents

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

~~During~~Compensation ~~the~~cost ~~nine~~for ~~months~~employee ~~ended~~stock-based ~~September~~awards ~~30,~~is ~~2025,~~based AEon ~~Industrial purchased 0.3 million shares of~~ the ~~Series~~estimated ~~D-1~~grant ~~Preferred~~date ~~Stock~~fair ~~for~~value ~~an aggregate purchase price of $5.0 million~~ and ~~received~~is ~~$4.5~~recognized ~~million~~over ~~for~~the ~~services~~vesting ~~related~~period toof the ~~issuance~~applicable ofaward ~~Series~~on ~~D-4 Preferred Stock, including placement, negotiation, and closing activities pursuant to~~ a ~~prior~~straight-line ~~agreement.~~basis ~~Refer~~for toservice-based ~~Note~~awards ~~11.~~with ~~Stockholders’~~graded ~~Equity (Deficit) and Redeemable Convertible Preferred Stock for further detail~~vesting.

~~On August 8,~~ 2025, inEmployee ~~connection~~Stock ~~with~~Purchase the Company’s IPO, the Company repaid in full the Term Loans under the Financing Agreement, $21.1 million of which was held by AE Industrial. The repayment occurred prior to the contractual maturity of the Term Loans and triggered early extinguishment fees under the Financing Agreement, including specified premium and exit fees totaling $1.8 million payable to AE Industrial. Refer to Note 9. Notes Payable and Warrants for further detail.Plan

In August 2025, the Board of Directors adopted, and the Company's shareholders approved, the 2025 Employee Stock Purchase Plan (the “ESPP”). The ESPP authorizes the issuance of shares of common stock pursuant to purchase rights granted to the Company's employees. The option purchase price will be designated by the ESPP administrator but will not be less than 85% of the fair market value of a share of the Company's common stock on the applicable enrollment date or the applicable exercise date, whichever is lower. A total of 3.2 million shares of the Company's common stock was initially reserved for issuance under the ESPP. In addition, the number of shares available for issuance under the ESPP will be increased annually on January 1 of each fiscal year beginning in 2026 by an amount equal to the lesser of (i) 1.0% of the shares outstanding on the last day of the immediately preceding fiscal year or (ii) a lesser amount determined by the Company's Board of Directors; provided, however, that no more than 3.2 million shares may be issued per year in total under the ESPP.

RSUs

Subsequent to the IPO, the Company grants service-based RSUs to employees, all of which relate to the Company's common stock, under the 2025 Plan. RSUs generally expire four years from grant date. The service-based vesting condition for these awards is generally satisfied by rendering continuous service, generally for one to four years, during which time the grants will vest either with a cliff vesting period of one year and continued vesting quarterly thereafter or quarterly from the vesting commencement date. The fair value of RSUs is based on the closing market price of the Company’s common stock on the grant date. The Company records stock-based compensation expense related to RSUs on a straight-line basis over the requisite service period.

During the three months ended March 31, 2026, the Company granted RSUs to certain employees under the 2025 Plan. Each RSU represents the right to receive one share of the Company’s common stock upon vesting. The RSUs granted generally vest over the requisite service period specified in each award agreement. Unvested RSUs are forfeited upon termination of employment, unless otherwise provided under the award terms.

A summary of the Company's RSU activity for the three months ended March 31, 2026 is presented below:


	RSUs			Weighted-Average Grant Date Fair Value
Unvested as of December 31, 2025		3,889		$	38.94
Granted		402			24.34
Vested		(13	)		45.00
Canceled / forfeited		(116	)		30.24
Unvested as of March 31, 2026		4,162		$	37.77

The total fair value of RSUs vested during the three months ended March 31, 2026 was $0.3 million. Total unrecognized compensation cost related to unvested RSUs was $136.4 million, which is expected to be recognized over a weighted‑average period of 3.3 years.

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

Stock Options

The following table summarizes the stock option activity during the three months ended March 31, 2026:


	Number of Options Outstanding			Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term
Balance, December 31, 2025		15,365		$	1.31		7.44
Options granted		—			—		—
Options exercised		(791	)		1.30		—
Options canceled		(165	)		1.42		—
Balance, March 31 , 2026		14,409		$	1.32		7.09
Vested and exercisable		12,665		$	1.31		6.96
Unvested		1,744		$	1.36		8.03

The Company did not grant any employee stock options for the three months ended March 31, 2026. The weighted-average grant date fair value of employee stock options granted was $0.22 per share during the three months ended March 31, 2025. Unrecognized compensation expense related to stock options, which are expected to be recognized over a weighted-average period of 1.89 years and 3.2 years, was $1.7 million and $3.0 million as of March 31, 2026 and 2025, respectively. The aggregate intrinsic value of the options outstanding was $388.9 million and $0.6 million for the years ended March 31, 2026 and 2025, respectively. The aggregate intrinsic value of the options exercisable was $341.7 million and $0.3 million for the years ended March 31, 2026 and 2025, respectively. The Company received cash proceeds of $0.5 million and $0.4 million from the exercise of stock options during the years ended March 31, 2026, and 2025, respectively.

Determination of Fair Value

The Company uses the Black-Scholes option pricing model to determine the fair value of stock options. The determination of the fair value of stock options on the date of grant is affected by the stock price as well as assumptions regarding several complex and subjective variables. These variables include expected stock price volatility over the term of the awards, actual and projected employee stock option exercise behaviors, risk-free interest rates, and expected dividends.

Expected Term

The expected term represents the period that the stock-based awards are expected to be outstanding. The option grants qualify to be “plain vanilla”, and the Company used the simplified method to determine the expected term. The simplified method calculates the expected term as the average of the time-to-vesting and contractual life of the option.

Volatility

Since the Company has limited historical data regarding the volatility of its common stock, the expected volatility used is based on volatility of similar entities, referred to as “guideline” companies. In evaluating similarity, the Company considered factors such as industry, stage of life cycle and size.

Risk-Free Interest Rate

The risk-free rate is based on U.S. Treasury issues with remaining terms similar to the expected term on the options.

Dividend Yield

The Company has never declared or paid any cash dividends and does not plan to pay cash dividends in the foreseeable future, and, therefore, used an expected dividend yield of zero in the valuation model.

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

Stock-Based Compensation Expense

Total stock-based compensation expense related to options and RSUs was allocated to research and development and general and administrative expense as follows:


	For the Three Months Ended March 31,
	2026		2025
Research and development	$	5,705	$	118
Selling, general and administrative		6,807		313
	$	12,512	$	431

15. Income Taxes

The Company computes its provision for income taxes by applying the estimated annual effective tax rate to year-to-date income from recurring operations and adjusts the provision for discrete tax items recorded in the period.

The Company recognized $0.1 million of income tax expense for the three months ended March 31, 2026. The Company had no income tax expense for the three months ended March 31, 2025, which was primarily attributable to the valuation allowance established against U.S. federal and state deferred income tax assets.

16. Related Party Transactions

Investments and Debts

The following transactions occurred between the Company and AE Industrial, which beneficially owned 36.68% of the Company's common stock outstanding as of March 31, 2026. Even though the Company is part of AE Industrial’s portfolio of companies, it is not a part of AE Industrial’s consolidated tax return and files its tax returns independently.

During the three months ended March 31, 2025, AE Industrial purchased 0.3 million shares of the Series D-1 Preferred Stock for an aggregate purchase price of $5.0 million. During the three months ended March 31, 2026, there were no such purchases by AE Industrial.

Accounts Payable and Expenses

On August 8, 2025, the Company entered into an Amended and Restated Consulting Agreement (the “Consulting Agreement”) with AE Industrial Operating Partners, LLC (“AE Operating”), an affiliate of AE Industrial. Under the Consulting Agreement, the Company will pay AE Operating an annual fee of approximately $2.4 million for consulting and advisory services until the earlier of August 8, 2027, or the time AE Industrial beneficially owns less than 10% of the Company’s outstanding common stock. Expenses recorded under this agreement for the three ~~and nine~~ months ended ~~September~~March 3031, ~~2025~~2026 were $0.35 million.

In addition to AE ~~Industrial~~Operating, G.S. Precision and Redwire Corporation are also related parties of the Company, as these entities are part of AE Industrial’s investment portfolio and share a common board of directors. ~~Belcan, LLC was a related party of the Company until August 31, 2024.~~

The following is a summary of the Company’s related party accounts payable and accrued expenses as of ~~September~~March 3031, ~~2025~~2026 and December 31, ~~2024~~2025, and related party research and development and selling, general, and administrative expenses ~~for the three and nine months ended September 30, 2025 and 2024~~:

	September 30,2025		December 31,2024
	March 31,		December 31,
Accounts payable:
	2026		2025
AE Industrial	$	46	$	46
Accounts payable and accrued expenses:
Redwire Corporation	$	~~744~~81	$	40330
	$	790	$	86
AE Operating		500		—
	$	581	$	330

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2025		2024		2025		2024
Expenses:
AE Industrial	$	989	$	150	$	1,139	$	450
G.S. Precision		—		—		223		—
Redwire Corporation		1,173		—		1,425		797
Belcan, LLC		—		129		—		543
	$	2,162	$	279	$	2,787	$	1,790

InTable ~~the normal course~~ of business, the Company engages in transactions with certain vendors and customers where AE Industrial maintains a significant ownership interest and/or can exhibit significant influence on the operations of such parties. For the three and nine months ended September 30, 2025 and 2024, transactions with other companies in AE Industrial’s investment portfolio were not material to the Company’s unaudited condensed consolidated financial statements.Contents

14. Net Loss Per Share

Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during each period.

Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

Diluted net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of fully dilutive common shares outstanding for the period using the treasury-stock method, the if-converted method, or two-class method for participating securities, whichever is more dilutive. Potentially dilutive shares are comprised of common stock warrants, restricted stock units, convertible notes and stock options. For the three and nine months ended September 30, 2025 and 2024, there was no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss and potentially dilutive shares being anti-dilutive. The Company has determined that all series of Preferred Stock are participating securities under the two-class method, however, holders of the Preferred Stock are not required to fund losses. Dividends have been accreted for the Company’s outstanding shares of Series C, Series D-1 and Series D-3 Preferred Stock (refer to Note 11. Stockholders’ Equity (Deficit) and Redeemable Convertible Preferred Stock for further detail).


	For the Three Months Ended March 31,
	2026		2025
Expenses:
Redwire Corporation	$	480	$	103
AE Operating		900		150
	$	1,380	$	253

~~The~~In ~~following~~the ~~table~~normal ~~summarizes~~course of business, the ~~computation~~Company ofengages ~~basic~~in transactions with certain vendors and ~~diluted~~customers ~~net~~where ~~loss~~AE ~~per~~Industrial ~~share~~maintains ~~attributable~~a tosignificant ~~common~~ownership ~~stockholders~~interest ofand/or can exhibit significant influence on the ~~Company~~operations ~~for~~of such parties. For the three months ended ~~September~~March 3031, ~~2025~~2026, ~~and~~transactions ~~2024,~~with ~~and~~other ~~the~~companies ~~nine~~in ~~months~~AE ~~ended~~Industrial’s ~~September~~investment ~~30,~~portfolio ~~2025~~were ~~and~~not ~~2024:~~material to the Company’s unaudited condensed consolidated financial statements.

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2025			2024			2025			2024
Numerator:
Consolidated net loss	$	(133,412	)	$	(40,790	)	$	(257,283	)	$	(147,014	)
Less: Accretion of dividends of Series C Preferred Stock		2,298			5,354			13,240			15,869
Less: Accretion of dividends of Series D-1 Preferred Stock		4,524			—			21,989			—
Less: Accretion of dividends of Series D-3 Preferred Stock		128			—			394			—
Net loss available to common stockholders	$	(140,362	)	$	(46,144	)	$	(292,906	)	$	(162,883	)
Denominator:
Weighted average common shares outstanding – basic and diluted		93,849			12,924			40,389			12,728
Net loss per share attributable to common stockholders – basic and diluted	$	(1.50	)	$	(3.57	)	$	(7.25	)	$	(12.80	)

17. Net Loss Per Share

ABasic ~~summary~~net ofloss ~~the~~per ~~total~~share ~~number~~is ofcomputed ~~securities~~by ~~excluded~~dividing ~~from diluted~~ net loss ~~per~~attributable ~~share~~to ~~that~~common ~~could~~stockholders beby ~~potentially~~the ~~dilutive~~weighted inaverage ~~the~~number ~~future~~of iscommon asshares ~~follows:~~outstanding during each period.

	September 30, 2025		September 30, 2024
Convertible Series Seed Preferred Stock		—		2,023
Convertible Series Seed-1 Preferred Stock		—		3,273
Convertible Series A Preferred Stock		—		6,005
Convertible Series B Preferred Stock		—		5,869
Convertible Series C Preferred Stock		—		11,159
Convertible Series M Preferred Stock		—		2,812
Series J Warrants		646		646
Stock options		15,500		14,125
Restricted stock units		2,959		—
Total		19,105		45,912

Diluted net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of fully dilutive common shares outstanding for the period using the treasury-stock method, the if-converted method, or two-class method for participating securities, whichever is more dilutive. Potentially dilutive shares are comprised of common stock warrants, RSUs, convertible notes and stock options. For the three months ended March 31, 2026 and 2025, there was no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss and potentially dilutive shares being anti-dilutive. The Company has determined that all series of Preferred Stock are participating securities under the two-class method, however, holders of the Preferred Stock are not required to fund losses. Dividends have been accreted for the Company’s outstanding shares of Series C, Series D-1 and Series D-3 Preferred Stock (refer to Note 13. Stockholders’ Equity and Redeemable Convertible Preferred Stock for further detail).

~~15.~~The ~~Segment~~following table summarizes the computation of basic and ~~Geographical~~diluted ~~Information~~net loss per share attributable to common stockholders of the Company:

The Company has determined that it operates in one operating segment and as a result, manages its operations and allocates resources as a single operating segment. The Company’s Chief Operating Decision Maker (“CODM”) is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. The CODM uses net income or loss to evaluate the return on assets and to determine investment opportunities related to product development, platform enhancements, and new technologies. The CODM also uses net income or loss to monitor budget versus actual results.


	Three Months Ended March 31,
	2026			2025
Numerator:
Consolidated net loss	$	(96,676	)	$	(60,093	)
Less: Accretion of dividends of Series C Preferred Stock		—			5,579
Less: Accretion of dividends of Series D-1 Preferred Stock		—			6,609
Net loss available to common stockholders	$	(96,676	)	$	(72,281	)
Denominator:
Weighted-average common shares outstanding – basic and diluted		159,639			13,442
Net loss per share attributable to common stockholders – basic and diluted	$	(0.61	)	$	(5.38	)

2532

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Firefly Aerospace Inc.

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share amounts)

(unaudited)

A summary of the total number of securities excluded from diluted net loss per share that could be potentially dilutive in the future is as follows:


	Three Months Ended March 31,
	2026		2025
Convertible Series Seed Preferred Stock		—		2,023
Convertible Series Seed-1 Preferred Stock		—		3,273
Convertible Series A Preferred Stock		—		6,005
Convertible Series B Preferred Stock		—		5,869
Convertible Series C Preferred Stock		—		11,159
Convertible Series D-1 Preferred Stock		—		17,305
Convertible Series M Preferred Stock

Filing Compare · Firefly Aerospace Inc.