Archer Aviation Inc SEC Filings

Archer Aviation (ACHR) insider Priya Gupta has filed a Form 144 notice covering a proposed sale of 5,479 Class A shares through Fidelity Brokerage Services on the NYSE, with an aggregate market value of $41,064.01 and an approximate sale date of 11/17/2025. These shares were acquired on 11/14/2025 via restricted stock vesting from the issuer as compensation. As of the notice, there were 651,341,543 Class A shares outstanding. During the past three months, Priya Gupta previously sold 10,224 Class A shares for gross proceeds of $100,496.81. By signing the notice, the seller represents that they do not know of any undisclosed material adverse information about Archer Aviation.

Archer Aviation (ACHR)41,490 Class A shares under Rule 144. The shares are to be sold through Fidelity Brokerage Services on or about 11/17/2025, with an aggregate market value of $310,959.25 based on the figures provided. These shares were acquired on 11/14/2025 through restricted stock vesting as compensation from the issuer. The notice also discloses a prior sale of 48,936 Class A shares on 08/18/2025 for gross proceeds of $481,016.41, and states that 651,341,543 shares of this class are outstanding.

Archer Aviation entered definitive agreements to acquire long-term lease rights at Hawthorne Airport for $126 million in cash, with the initial closing expected by the end of 2025, subject to required approvals including the City of Hawthorne’s consent to transfer the Master Lease.

At initial closing, Archer will assume an approximately $16 million property loan bearing 6.3% interest, maturing in April 2030 with an option to extend to 2035 at the five-year Treasury plus 2.70%. The company also received an option to purchase 75% of the airport’s fixed base operator from Advanced Air for $25 million before December 31, 2026, and a development agreement for roughly 63,000 sq. ft. of additional hangar space for $20.4 million, payable as construction milestones are met.

The leases cover an 80-acre site with about 38,000 sq. ft. of terminal/office and 153,000 sq. ft. of hangar space. Certain seller employees will provide transition services post-closing, and up to $21.4 million in earn-out shares may be issued over three years upon achieving defined milestones. The agreements include customary termination rights if not consummated by December 30, 2025 and are not subject to a financing condition.

Archer Aviation Inc. filed a prospectus supplement to issue up to $27,641,113.80 of Class A common stock as non-cash payment for services to designated providers. Shares will be issued over the next several fiscal quarters, with the number of shares on each issuance date set by the five-day VWAP ending prior to the related payment date. The company’s Class A common stock trades on the NYSE under “ACHR”.

Archer will not receive cash proceeds from these issuances and does not expect to pay placement or underwriting fees. Using the last reported price of $8.88 on November 6, 2025, the company illustrates up to 3,112,738 shares could be issued, with actual totals varying by VWAP. As of September 30, 2025, net tangible book value was $2.53 per share; on the illustrative pricing, it would be $2.56, implying immediate dilution of $6.32 per share to purchasers at the assumed price.

Archer Aviation (ACHR) is offering 81,250,000 shares of Class A common stock at $8.00 per share under a prospectus supplement. The offering totals $650.0 million gross, with placement agent fees of $24,149,230.77 and estimated net proceeds of approximately $624.9 million. Moelis & Company LLC and Cantor Fitzgerald & Co. are acting as placement agents on a reasonable best efforts basis. Delivery is expected on or about November 10, 2025, subject to customary closing conditions.

Archer plans to allocate $151 million to its pending Hawthorne Airport acquisition and $20 million to initial redevelopment, with the remainder for general corporate purposes, including future Hawthorne-related projects. Shares outstanding are expected to be 732,547,219 immediately after the offering. As context, shares outstanding were 651,297,219 as of September 30, 2025. The filing notes an immediate $4.90 per-share dilution to new investors.

Selected Q3 2025 figures: GAAP total operating expenses $174.8M, net loss $(129.9)M, and cash, cash equivalents and short-term investments of $1,641.3M. Adjusted EBITDA was $(116.1)M.

Archer Aviation Inc. filed its Q3 2025 report, detailing larger investment capacity and continued development spending. The company ended September 30 with cash and cash equivalents of $595.5 million and short‑term investments of $1,045.8 million, supporting total assets of $1,899.6 million. Stockholders’ equity rose to $1,654.3 million as recent equity raises lifted additional paid‑in capital to $3,771.5 million.

Quarterly net loss was $129.9 million versus $115.3 million a year ago, driven by research and development of $120.7 million and general and administrative of $54.1 million. Year‑to‑date, operating cash use totaled $303.6 million.

Archer bolstered liquidity through a fully utilized at‑the‑market program ($46.3 million) and two registered direct offerings that provided net proceeds of $289.5 million (February 12) and $816.8 million (June 16). Warrant liabilities decreased to $58.6 million as fair value moved lower. The balance sheet shows 651,297,219 Class A shares outstanding at quarter‑end; 651,341,543 were outstanding as of October 31, 2025. Management states current liquidity is sufficient for at least the next 12 months.

Archer Aviation entered into securities purchase agreements for a registered direct offering of 81,250,000 shares of Class A common stock at $8.00 per share, targeting $650.0 million in gross proceeds. The closing is expected on or about November 10, 2025, subject to customary conditions.

The company plans to allocate $171 million of net proceeds to its pending acquisition and planned redevelopment of Hawthorne Airport, with the remainder for general corporate purposes. The offering is being made off the company’s Form S-3ASR shelf with a prospectus supplement to be filed, and Moelis & Company LLC and Cantor Fitzgerald & Co. are serving as placement agents. Archer also announced it will discuss third-quarter 2025 results via a shareholder letter and press release.

The Vanguard Group filed an amended Schedule 13G reporting passive beneficial ownership in Archer Aviation common stock. As of 09/30/2025, Vanguard reported 52,363,259 shares beneficially owned, representing 8.11% of the class. The filing lists sole voting power: 0; shared voting power: 3,649,594; sole dispositive power: 48,099,645; and shared dispositive power: 4,263,614.

Vanguard states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. The filing notes that Vanguard’s clients, including investment companies and other managed accounts, have the right to receive dividends or sale proceeds, and that no single other person’s interest exceeds 5%.

Archer Aviation filed a prospectus supplement to offer warrants issued as payment for services, tied to performance milestones, with an aggregate service value of $5,000,000. The warrants carry a $0.01 per‑share exercise price, and the number of underlying Class A shares on each issuance date is determined by the 10‑day VWAP before that date. This filing also covers the Class A shares issuable upon exercise.

The warrants will be issued in six fully vested tranches beginning in the first quarter of 2026, are exercisable until the earlier of a liquidation event or five years from issuance, and allow cashless exercise. The warrants will not be listed and have limited transferability. Archer will not receive cash from the share issuance and may receive only nominal proceeds upon exercise; no placement agent fees apply and estimated offering expenses are $35,000. As context, Class A shares outstanding were 640,636,644 as of June 30, 2025.