[8-K] AIRO Group Holdings, Inc. Reports Material Event

Rhea-AI Filing Summary

AIRO Group Holdings, Inc. furnished a press release reporting financial results for the quarter ended June 30, 2025. The company attached that press release as Exhibit 99 to this Form 8-K so investors can access the results directly in the filing. The filing states the furnished information is not "filed" for purposes of Section 18 of the Exchange Act and related sections of the Securities Act, which is the company clarifying limited legal liability for the release. AIRO's common stock trades under the symbol AIRO on the Nasdaq Global Market, and the Form 8-K is signed by CFO Dr. Mariya Pylypiv.

Positive

• AIRO furnished its quarterly earnings press release as Exhibit 99, providing public disclosure of results for the quarter ended June 30, 2025.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine 8-K furnishing of quarterly earnings release; no financial figures are included here, so performance impact is unclear.

The filing notifies investors that AIRO has issued a press release containing its results for the quarter ended June 30, 2025, and that the release is furnished as Exhibit 99. Because the 8-K text does not include revenues, profits, guidance, or other metrics, this document alone does not permit assessment of trends in revenue, margins, cash flow, or credit position. Investors must review the attached Exhibit 99 to evaluate operational and financial performance.

Corporate Governance Expert

TL;DR: The Form 8-K reflects standard disclosure practice and includes a legal disclaimer that the release is furnished, not filed.

This filing is a routine mechanism to disseminate an earnings press release and to satisfy Exchange Act reporting obligations. The company explicitly states the furnished release is not deemed "filed" under Section 18 and related Securities Act provisions, which is a common limitation of liability statement. The filing is executed by the CFO, indicating management-level attestation to the disclosure process, but the document itself does not present substantive governance changes or new financial data.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 14, 2025

AIRO Group Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-42600		88-0812695
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
5001 Indian School Road NE, Suite 100 Albuquerque, New Mexico				87110
(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code: (505) 338-2343

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock, $0.000001 par value per share		AIRO		Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 14, 2025, AIRO Group Holdings, Inc. issued a press release reporting financial results for its quarter ended June 30, 2025. A copy of the press release is attached hereto as Exhibit 99 and incorporated herein by reference.

The information furnished in Item 2.02 of this Current Report on Form 8-K and Exhibit 99 attached hereto shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, and shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99		Press release of AIRO Group Holdings, Inc. dated August 14, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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.

AIRO GROUP HOLDINGS, INC.

	By:	/s/ Dr. Mariya Pylypiv
		Dr. Mariya Pylypiv
		Chief Financial Officer

Dated: August 14, 2025

FAQ

What did AIRO (AIRO) disclose in this Form 8-K?

The company furnished a press release reporting financial results for the quarter ended June 30, 2025, attached as Exhibit 99 to the Form 8-K.

Is the earnings press release attached to the 8-K considered "filed" under the securities laws?

No. The filing states the information furnished and Exhibit 99 "shall not be deemed to be filed" for purposes of Section 18 of the Exchange Act and related sections of the Securities Act.

Where can investors find the press release referenced in this 8-K?

The press release is attached to the Form 8-K as Exhibit 99; investors should review that exhibit for the full financial details.

Who signed the Form 8-K for AIRO Group Holdings?

The Form 8-K is signed on behalf of the registrant by Dr. Mariya Pylypiv, Chief Financial Officer.

What class of securities does AIRO have registered and where do they trade?

AIRO's common stock, $0.000001 par value per share, trades under the symbol AIRO on the Nasdaq Global Market.