Momentus Inc. Files 8-K for Material Definitive Agreement
Ticker: MNTSW · Form: 8-K · Filed: Dec 29, 2025 · CIK: 1781162
Sentiment: neutral
Topics: material-definitive-agreement, financial-obligation, security-holder-rights
TL;DR
Momentus Inc. just signed a big deal on 12/23/25, expect changes for shareholders.
AI Summary
Momentus Inc. entered into a material definitive agreement on December 23, 2025. This agreement also creates a direct financial obligation for the registrant and involves material modifications to the rights of security holders. The filing includes financial statements and exhibits related to these events.
Why It Matters
This 8-K filing indicates significant new contractual obligations and potential changes for Momentus Inc.'s security holders, requiring careful review by investors.
Risk Assessment
Risk Level: medium — Material definitive agreements and modifications to security holder rights can introduce significant financial and operational risks.
Key Players & Entities
- Momentus Inc. (company) — Registrant
- December 23, 2025 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- 3901 N. First Street, San Jose, California 95134 (address) — Business and mailing address
FAQ
What is the nature of the material definitive agreement entered into by Momentus Inc. on December 23, 2025?
The filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in this summary.
What type of financial obligation has Momentus Inc. undertaken?
Momentus Inc. has created a direct financial obligation or an obligation under an off-balance sheet arrangement.
How might the rights of Momentus Inc. security holders be affected?
The filing states there are material modifications to the rights of security holders, suggesting potential changes to their equity or debt positions.
What is the primary business of Momentus Inc. according to the filing?
Momentus Inc. is classified under 'GUIDED MISSILES & SPACE VEHICLES & PARTS' with SIC code 3760.
When was Momentus Inc. formerly known as Stable Road Acquisition Corp. and when did the name change occur?
Momentus Inc. was formerly known as Stable Road Acquisition Corp., and the date of the name change was June 28, 2019.
Filing Stats: 789 words · 3 min read · ~3 pages · Grade level 11.8 · Accepted 2025-12-29 14:02:08
Key Financial Figures
- $0.00001 — mpany's Class A common stock, par value $0.00001 per share ("Common Stock"), issuable up
- $1.24 — y of a put notice from a fixed price of $1.24 per share to a variable price equal to
Filing Documents
- ef20061954_8k.htm (8-K) — 35KB
- ef20061954_ex10-1.htm (EX-10.1) — 20KB
- 0001140361-25-046720.txt ( ) — 222KB
- mnts-20251223.xsd (EX-101.SCH) — 4KB
- mnts-20251223_def.xml (EX-101.DEF) — 17KB
- mnts-20251223_lab.xml (EX-101.LAB) — 26KB
- mnts-20251223_pre.xml (EX-101.PRE) — 19KB
- ef20061954_8k_htm.xml (XML) — 6KB
01
Item 1.01 Entry into a Material Definitive Agreement First Amendment to Equity Purchase Agreement On December 23, 2025 Momentus Inc. ("Momentus" or the "Company") entered into a First Amendment to Equity Purchase Agreement (the "EPA Amendment") with Yield Point NY LLC ("Yield Point") to, among other things, amend the Equity Purchase Agreement dated September 25, 2025 by and between the Company and Yield Point. The EPA Amendment, among other things, changes the purchase price of the Company's Class A common stock, par value $0.00001 per share ("Common Stock"), issuable upon the delivery of a put notice from a fixed price of $1.24 per share to a variable price equal to 94% of the lowest trading price of the Common Stock reported during the three consecutive trading days commencing on the date the applicable put notice is delivered and amends the maximum amount of shares deliverable pursuant to a put exercise to the lesser of (a) 75% of the average daily trading volume as reported by The Nasdaq Stock Market LLC ("Nasdaq") over the five trading days preceding the date the applicable put is delivered, (b) 25% of the trading volume as reported by Nasdaq on the date the put is delivered during the time between market opening and when the put is delivered, and (c) number of shares equal to the quotient (rounded up or down to the nearest whole number) obtained by dividing (x) 800,000 by (y) the last closing price as reported by Nasdaq on the date the put was delivered. Except as amended, the remaining terms of the Equity Purchase Agreement remain in full force and effect. The foregoing description of the amendment to the Equity Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the EPA Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
03
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant The disclosure contained in Item 1.01 of this Current Report is incorporated by reference in this Item 2.03.
03
Item 3.03 Material Modifications to the Rights of Security Holders The information contained above in Item 1.01 of this Current Report on Form 8-K related to the securities issued to Yield Point is hereby incorporated by reference into this Item 3.03.
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 10.1 First Amendment to Equity Purchase Agreement, dated December 23, 2025, by and between Yield Point NY LLC and Momentus Inc. 104 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/ Lon Ensler Name: Lon Ensler Title: Chief Financial Officer Dated: December 29, 2025