Agility Robotics Files Customary Registration Statements Following Completion of Business Combination

Former Agility shareholders and the Churchill sponsor remain restricted from selling despite the resale registration filings.

Rhea-AI Summary

Agility Robotics (Nasdaq: AGLT) filed registration statements covering potential securityholder resales following its completed business combination with Churchill Capital Corp XI.

The combination closed on November 4, 2026. Agility will receive no proceeds from selling securityholders’ resales. The registration statements are not yet effective, and sales under them cannot begin before effectiveness. Former Agility shareholders and the Churchill sponsor remain subject to a 180-day lock-up following closing, with specified exceptions and possible early termination tied to stock-price performance. Filing or effectiveness does not shorten those restrictions.

Positive

• None.

Negative

• Minor pointFormer Agility shareholders and the Churchill sponsor face a 180-day lock-up after closing, subject to exceptions and performance-based early termination.

Key Figures

Lock-up period: 180 days Business combination closing: November 4, 2026

Lock-up period

180 days

Applies to shares held by former Agility shareholders and the Churchill sponsor after transaction closing, subject to specified exceptions

Business combination closing

November 4, 2026

Completion date of the previously announced transaction

Key Terms

form s-1, lock-up restrictions

2 terms

form s-1 regulatory

"filed registration statements on Form S-1 with the U.S. Securities and Exchange Commission"

A Form S-1 is the registration filing a company submits to the U.S. Securities and Exchange Commission when it plans to offer stock to the public, most commonly for an initial public offering. Think of it as the company’s full disclosure packet or blueprint: it contains audited financials, business description, management background, risk factors and details of the offering, giving investors the information needed to judge the company’s financial health and potential risks before buying shares.

lock-up restrictions financial

"will remain subject to lock-up restrictions for 180 days following the closing"

A lock-up restriction is a temporary rule that prevents company insiders, early investors and employees from selling their shares for a set period after a public offering. It matters to investors because it limits how many shares can enter the market immediately—like a cooling-off period after a big sale—and when the restriction ends a large increase in available shares can put downward pressure on the stock price or reveal insiders’ confidence in the company.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Filings are Standard Following a Transaction of This Type; Does Not Grant Immediate Eligibility to Underlying Shareholder Due to Lockup Restrictions

All Existing Agility Shareholders and the Churchill Sponsor Remain Subject to 180-Day Lock-Up

SALEM, Ore., Nov. 10, 2026 (GLOBE NEWSWIRE) -- Agility™, (Nasdaq: AGLT), a leading humanoid robotics and physical AI company, today announced that it has filed registration statements on Form S-1 with the U.S. Securities and Exchange Commission (the “SEC”), following the completion of its previously announced business combination with Churchill Capital Corp XI (“Churchill XI”) on November 4, 2026 (the “Transaction”).

These registration statements are customary following the completion of a business combination of this type and cover the potential resale of certain securities held by existing securityholders. Agility will not receive proceeds from any resales by selling securityholders.

Shares held by former Agility shareholders and the Churchill sponsor will remain subject to lock-up restrictions for 180 days following the closing of the Transaction, subject to specified exceptions and early termination based on certain stock price performance measures. Neither the filing nor the effectiveness of the registration statements relating to these securities will alter or shorten the applicable lock-up restrictions.

Additional Information

The registration statements relating to these securities have been filed with the SEC but have not yet become effective. The securities covered by these registration statements may not be sold, nor may offers to buy be accepted, pursuant to these registration statements before they become effective. Copies may be obtained from Agility Robotics, Inc., 4698 Truax Drive SE, Salem, Oregon 97317, Attention: Investor Relations, or through the SEC's website at www.sec.gov.

Agility, the Agility logo, Digit, Agility Arc, RoboFab, and Made for Work are trademarks of Agility Robotics, Inc. All rights reserved. Third-party trademarks are the property of their respective owners.

Contacts

Media: Michael Oldenburg
media@agilityrobotics.com

Investors: Anthony Rozmus
investor-relations@agilityrobotics.com  

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Do Agility Robotics’ registration filings allow shareholders to sell immediately?

No. The registration statements are not yet effective, so securities cannot be sold under them before effectiveness. Filing or effectiveness also does not alter or shorten the applicable 180-day lock-up for former Agility shareholders and the Churchill sponsor, subject to specified exceptions and stock-price-based early termination.