V2X, INC. ANNOUNCES SALE OF APPROXIMATELY 2.0 MILLION SHARES OF COMMON STOCK IN SECONDARY OFFERING BY VERTEX AEROSPACE

Rhea-AI Summary

V2X (NYSE:VVX) announced that Vertex Aerospace Holdco LLC is selling 2,004,569 shares of V2X common stock in an underwritten secondary offering.

V2X will not sell shares and will receive no proceeds; Morgan Stanley is sole underwriter and the offering is expected to close on or about May 8, 2026. After the sale, an affiliate of Vertex Aerospace will still beneficially own 375,420 shares (approximately 1.2%).

Positive

• Transaction completed via underwritten offering with Morgan Stanley as sole underwriter
• Remaining affiliate ownership of 375,420 shares (≈1.2%) ensures continued minor insider stake

Negative

• V2X will receive no proceeds from the sale
• Sale increases public float by 2,004,569 shares, potentially adding near-term selling supply

News Market Reaction – VVX

-7.06% 3.4x vol

46 alerts

-7.06% Session close to close

-4.2% Trough in 23 hr 17 min

$2.36B Market Cap

3.4x Rel. Volume

In the May 8 session, VVX declined 7.06%, reflecting a notable negative market reaction. Argus tracked a trough of -4.2% from its starting point during tracking. Our momentum scanner triggered 46 alerts that day, indicating elevated trading interest and price volatility. Trading volume was very high at 3.4x the daily average, suggesting heavy selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock moved -7.1% in the session following this news. A negative reaction despite the company no...

Analysis

The stock moved -7.1% in the session following this news. A negative reaction despite the company not issuing new shares would fit VVX’s history, where secondary offerings by selling shareholders have averaged around -8.23% next-day moves. The full exit of Vertex’s direct holding might be viewed as supply pressure, even though V2X receives no proceeds. Past patterns show offerings have often weighed on the stock, and prior insider sell-downs have added to perceived overhang concerns.

Key Figures

Shares offered: 2,004,569 shares Remaining beneficial holding: 375,420 shares Post-offering ownership: 1.2% +1 more

4 metrics

Shares offered 2,004,569 shares Underwritten secondary offering by Vertex Aerospace

Remaining beneficial holding 375,420 shares Entity affiliated with Vertex Aerospace after offering

Post-offering ownership 1.2% Affiliated entity’s stake in V2X outstanding common stock

Form S-3 file number 333-267223 Effective shelf registration used for this secondary

Previous Offering Reports

5 past events · Latest: Nov 12 (Negative)

Same Type Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Nov 12	Secondary offering	Negative	-1.6%	Vertex Aerospace sold 2.25M VVX shares in an underwritten secondary.
Nov 12	Secondary pricing	Negative	-10.4%	Secondary public offering priced at $61.00 per share by selling holder.
Nov 12	Proposed secondary	Negative	-10.4%	Proposed 2.5M-share underwritten offering by selling stockholder announced.
Sep 04	Secondary pricing	Negative	-9.4%	Secondary offering priced at $48.00 with option for extra 300k shares.
Sep 04	Proposed secondary	Negative	-9.4%	Proposed 2.0M-share secondary by selling stockholder under effective registration.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Historically, secondary offerings by selling shareholders in VVX have been followed by negative price reactions, suggesting sensitivity to this type of supply event.

Recent Company History

Over the past year, V2X has repeatedly announced secondary offerings where existing shareholders sold blocks of common stock and V2X itself received no proceeds. Prior events on Sep 4, 2024 and Nov 12, 2024 involved similar underwritten secondary structures and were followed by single‑day declines between roughly 9–10%. A November 2025 secondary tied to Vertex Aerospace also produced a modest negative reaction. Today’s offering fits this pattern of liquidity events by large holders.

Key Terms

secondary offering, underwritten basis, registration statement on form s-3, prospectus, +2 more

6 terms

secondary offering financial

"ANNOUNCES SALE OF APPROXIMATELY 2.0 MILLION SHARES OF COMMON STOCK IN SECONDARY OFFERING"

A secondary offering is when a company sells new shares of its stock to the public after its initial sale. This allows existing shareholders or the company itself to raise additional money. For investors, it can impact the stock’s price by increasing the total number of shares available, which may influence the stock’s value and how the market perceives the company’s financial health.

View in glossary

underwritten basis financial

"sale of 2,004,569 shares of its common stock on an underwritten basis by Vertex Aerospace"

An "underwritten basis" describes a securities offering where an investment bank or underwriter guarantees to buy any shares or bonds that investors do not purchase, effectively assuring the issuer that the full amount will be sold. For investors, this matters because it reduces the risk that the offering will fail and can influence pricing and market confidence—think of it like a store owner who pays for unsold items at the end of the day so suppliers aren’t left unpaid.

registration statement on form s-3 regulatory

"A registration statement on Form S-3 (File No. 333-267223) relating to the shares"

A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.

prospectus regulatory

"the offering may only be made by means of the written prospectus contained therein"

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

securities and exchange commission regulatory

"declared effective by the Securities and Exchange Commission (the "SEC") on September 12, 2022"

A national government agency that enforces rules for buying, selling and disclosing information about stocks and other investments, acting like a referee and scorekeeper for financial markets. It requires companies to share clear, regular financial and business information and investigates fraud or rule-breaking, which matters to investors because those rules and disclosures help ensure fair prices, reduce hidden risks and make it easier to compare investment choices.

common stock financial

"sale of 2,004,569 shares of its common stock on an underwritten basis"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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

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RESTON, Va., May 7, 2026 /PRNewswire/ -- V2X, Inc. (NYSE:VVX) ("V2X"), a leading provider of global mission solutions, announced today the sale of 2,004,569 shares of its common stock on an underwritten basis by Vertex Aerospace Holdco LLC ("Vertex Aerospace"). V2X is not selling any shares of common stock in the offering, and V2X will not receive any proceeds from the offering by Vertex Aerospace. The offering is expected to close on or about May 8, 2026, subject to customary closing conditions.

Morgan Stanley is acting as the sole underwriter for the offering. Morgan Stanley intends to offer the shares of common stock to the public at a fixed price, which may be changed at any time without notice.

Following the offering, Vertex Aerospace will not own any shares of V2X common stock. An entity affiliated with Vertex Aerospace will, however, continue to beneficially own 375,420 shares, or approximately 1.2%, of V2X's outstanding common stock after giving effect to the offering.

A registration statement on Form S-3 (File No. 333-267223) relating to the shares of common stock of V2X to be sold in the offering was declared effective by the Securities and Exchange Commission (the "SEC") on September 12, 2022 and the offering may only be made by means of the written prospectus contained therein. Before you invest, you should read the prospectus in that registration statement and the other documents V2X has filed with the SEC for more complete information about V2X and this offering. You may get these documents for free by visiting EDGAR on the SEC's website at www.sec.gov. Alternatively, Morgan Stanley will arrange to send you the prospectus if you request it by writing Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, and the Private Securities Litigation Reform Act of 1995 and, as such, may involve risks and uncertainties. All statements included in this press release, other than statements that are purely historical, are forward-looking statements. Forward-looking statements include statements about the offering, which generally can be identified by the use of forward-looking terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "could," "potential," "continue" or similar terminology. These statements are based on the beliefs and assumptions of V2X's management based on information currently available to management. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results to differ materially from the results contemplated by the forward-looking statements.

These risks and uncertainties include, but are not limited to: V2X's ability to submit proposals for and/or win all potential opportunities in its pipeline; V2X's ability to retain and renew its existing contracts; V2X's ability to compete with other companies in its market; security breaches, cyber-attacks or cyber intrusions, and other disruptions to V2X's information technology and operation; V2X's mix of cost-plus, cost-reimbursable, firm-fixed-price and time-and-materials contracts; maintaining V2X's reputation and relationship with the U.S. government; protests of new awards; economic, political and social conditions in the countries in which V2X conduct its businesses; changes in U.S. or international government defense budgets, including potential changes or uncertainty arising from the U.S. president and administration; government regulations and compliance therewith, including changes to the Department of War's procurement process; changes in technology; V2X's ability to protect its intellectual property rights; governmental investigations, reviews, audits and cost adjustments; contingencies related to actual or alleged environmental contamination, claims and concerns; delays in completion of the U.S. government budget; V2X's success in extending, deepening, and enhancing its technical capabilities; V2X's success in expanding its geographic footprint or broadening its customer base; V2X's ability to realize the full amounts reflected in its backlog; impairment of goodwill; misconduct of V2X's employees, subcontractors, agents, prime contractors and business partners; V2X's ability to control costs; V2X's level of indebtedness; terms of V2X's credit agreements; inflation and interest rate risk; geopolitical risk, including as a result of recent global hostilities and tariffs; V2X's suppliers' performance; economic and capital markets conditions; V2X's ability to maintain safe work sites and equipment; V2X's ability to retain and recruit qualified personnel; V2X's ability to maintain good relationships with its workforce and unions; V2X's teaming relationships with other contractors; changes in V2X's accounting estimates; the adequacy of V2X's insurance coverage; volatility in V2X's stock price; changes in V2X's tax provisions or exposure to additional income tax liabilities; risks and uncertainties relating to integrating and refining internal control systems, including enterprise resource planning and business systems; changes in generally accepted accounting principles; and other factors, including those described under the heading "Risk Factors" in V2X's Annual Report on Form 10-K for the year ended December 31, 2025 and Quarterly Report on Form 10-Q for the quarter ended April 3, 2026, as filed with the SEC and in the prospectus related to the offering that V2X will file with the SEC. V2X undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

V2X, Inc.
Mike Smith
Vice President, Treasury, Corporate Development and Investor Relations
1-719-637-5773
IR@goV2X.com

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SOURCE V2X, Inc.

FAQ

What did V2X (VVX) announce about the Vertex Aerospace secondary offering on May 7, 2026?

V2X announced Vertex Aerospace will sell 2,004,569 shares in a secondary offering; V2X will receive no proceeds. According to the company, Morgan Stanley is the sole underwriter and the offering is expected to close on or about May 8, 2026.

Will V2X (VVX) receive any funds from the Vertex Aerospace sale of 2,004,569 shares?

No. According to the company, V2X is not selling any shares and will receive no proceeds from Vertex Aerospace's offering. The sale is by Vertex Aerospace on an underwritten basis, not by V2X.

How many V2X (VVX) shares will Vertex Aerospace or its affiliate own after the offering?

After the offering, an affiliate of Vertex Aerospace will beneficially own 375,420 shares, approximately 1.2% of outstanding common stock, according to the company. Vertex Aerospace itself will not own any shares following the offering.

When will the Vertex Aerospace secondary offering of V2X (VVX) shares close?

The offering is expected to close on or about May 8, 2026, subject to customary closing conditions. According to the company, the timing is approximate and depends on standard closing requirements.

How can investors obtain the prospectus for the V2X (VVX) secondary offering by Vertex Aerospace?

Investors can obtain the prospectus from EDGAR at www.sec.gov or request it from Morgan Stanley by mail. According to the company, the offering may only be made by the prospectus in the declared effective registration statement.