Momentus Inc. Reports Material Agreements and Equity Sales

TL;DR

Momentus Inc. just dropped an 8-K: new deals, debt, and sold some stock. Keep an eye on this.

AI Summary

Momentus Inc. filed an 8-K on September 11, 2025, reporting on events that occurred on September 8, 2025. The filing indicates the entry into a material definitive agreement, the creation of a direct financial obligation, and unregistered sales of equity securities. The company, formerly Stable Road Acquisition Corp., is incorporated in Delaware and headquartered in San Jose, California.

Why It Matters

This filing signals significant corporate actions by Momentus Inc., including new financial obligations and the issuance of equity, which could impact its financial structure and shareholder value.

Risk Assessment

Risk Level: medium — The filing mentions material definitive agreements, financial obligations, and unregistered sales of equity, which can introduce financial and operational risks.

Key Numbers

• 001-39128 — SEC File Number (Identifies the company's filing history with the SEC.)
• 84-1905538 — EIN (Employer Identification Number for tax purposes.)

Key Players & Entities

• Momentus Inc. (company) — Registrant
• Stable Road Acquisition Corp. (company) — Former company name
• Delaware (jurisdiction) — State of incorporation
• San Jose, California (location) — Principal Executive Offices
• September 8, 2025 (date) — Earliest event date
• September 11, 2025 (date) — Filing date

FAQ

Key Financial Figures

• $2.7 million — 2026, (ii) provide for repayment of the $2.7 million in outstanding principal amount under t
• $1.0 million — two tranches, with the first tranche of $1.0 million due on December 1, 2025, and the remain
• $1.7 m — on December 1, 2025, and the remaining $1.7 million, plus unpaid accrued interest, du
• $300,196.32 — e Notes") with respect to the remaining $300,196.32 of principal, plus unpaid accrued inter
• $0.00001 — mpany's Class A common stock, par value $0.00001 per share ("Common Stock") to an amount
• $1.11 — to an amount equal to the lower of (i) $1.11 per share and (ii) a 10% discount to th
• $0.20 — conversion, but in no event lower than $0.20 per share (the "Conversion Price"). SIV
• $4 million — also permit the Company to incur up to $4 million of indebtedness on or after December 1,

Filing Documents

• ef20055431_form8k.htm (8-K) — 36KB
• ef20055431_ex10-1.htm (EX-10.1) — 121KB
• ef20055431_ex10-2.htm (EX-10.2) — 110KB
• ef20055431_ex10-3.htm (EX-10.3) — 108KB
• 0001140361-25-034600.txt ( ) — 626KB
• mnts-20250908.xsd (EX-101.SCH) — 4KB
• mnts-20250908_def.xml (EX-101.DEF) — 17KB
• mnts-20250908_lab.xml (EX-101.LAB) — 26KB
• mnts-20250908_pre.xml (EX-101.PRE) — 19KB
• ef20055431_form8k_htm.xml (XML) — 6KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On September 8, 2025, Momentus Inc. ("Momentus" or the "Company") entered into a Note Amendment Agreement with Space Infrastructures Ventures, LLC ("SIV") to, among other things, amend and restate two outstanding secured convertible note agreements previously issued to SIV. The amendments, among other things, (i) extend the maturity date under the secured convertible promissory note dated October 24, 2024, (as amended, the "October 2024 Convertible Note") from October 24, 2025 until March 1, 2026, (ii) provide for repayment of the $2.7 million in outstanding principal amount under the October 2024 Convertible Note in two tranches, with the first tranche of $1.0 million due on December 1, 2025, and the remaining $1.7 million, plus unpaid accrued interest, due at maturity on March 1, 2026, and (iii) extend the maturity date of the secured convertible promissory note dated July 12, 2024 (as amended, the "July 2024 Convertible Note" and, together with the October 2024 Convertible Note, the "Convertible Notes") with respect to the remaining $300,196.32 of principal, plus unpaid accrued interest from September 1, 2025 to December 1, 2025. The amendments also change the conversion price at which amounts of principal and interest outstanding under both notes may be converted into shares of the Company's Class A common stock, par value $0.00001 per share ("Common Stock") to an amount equal to the lower of (i) $1.11 per share and (ii) a 10% discount to the closing price of the Common Stock on the day prior to each conversion, but in no event lower than $0.20 per share (the "Conversion Price"). SIV has agreed to use reasonable efforts to cause amounts outstanding under the Convertible Notes to be converted into shares of Common Stock from time to time, subject to market conditions, and provided that sales of shares of Common Stock converted at a Conversion Price of $1.11 per share on any given trading day are limited to n

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities The information contained above in Item 1.01 of this Current Report on Form 8-K related to the warrants issued to SIV (the "Securities") is hereby incorporated by reference into this Item 3.02. The Securities were sold without registration under the Securities Act of 1933, as amended (the "Securities Act"), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act as a transaction not involving a public offering and Rule 506(c) of Regulation D promulgated under the Securities Act as sales to accredited investors and in reliance on similar exemptions under applicable state laws.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 10.1 Note Amendment Agreement, dated September 8, 2025, by and between Space Infrastructures Ventures, LLC and Momentus Inc. 10.2 Amended and Restated Secured Convertible Promissory Note , dated September 8, 2025, by and between Space Infrastructures Ventures, LLC and Momentus Inc. 10.3 Amended and Restated Secured Convertible Promissory Note, dated September 8, 2025, by and between Space Infrastructures Ventures, LLC and Momentus Inc. 10.4 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. By: /s/ John Rood Name: John Rood Title: Chief Executive Officer Dated: September 11, 2025

View Full Filing

View this 8-K filing on SEC EDGAR