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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): October 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.) |
8444
Westpark Drive Suite 840
McLean,
Virginia |
|
22102 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (505) 338-2343
5001
Indian School Road NE, Suite 100
Albuquerque,
New Mexico 87110
(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
1.01 | Entry
into a Material Definitive Agreement. |
On
October 14, 2025, AIRO Group Holdings, Inc. (the “Company”) entered into a Deed of Lease (the “Lease”) with Westpark
Corporate Center, L.L.C., a Delaware limited liability company (“Landlord”), pursuant to which the Company will lease from
Landlord approximately 2,815 rentable square feet of office space (the “Facility”) located at 8444 Westpark Drive, Suite
840, McLean, Virginia 22102. The Facility will serve as the new principal executive offices of the Company.
The
Lease has an initial term of 65 months, commencing on November 1, 2025, subject to the Company’s option to extend the term for
one additional period of five consecutive years. The Company’s monthly base rent obligation for the Facility initially will be
$10,556.25, representing annual base rent of $126,675.00 for the first lease year. Base rent will increase annually by 2.50% each year
during the lease term. The Company’s obligation to pay base rent will be 100% abated for the first five months of the lease term,
commencing on the rent commencement date.
The
Company will provide a security deposit of $31,668.75. Commencing on the first day of the second lease year, the Company is obligated
to pay its proportionate share (1.28%) of operating charges and real estate taxes that exceed base year amounts. The Facility will be
used solely for general office purposes.
The
foregoing description of the Lease does not purport to be complete and is qualified in its entirety by reference to the full text of
the Lease, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
| Item 9.01 |
Financial
Statements and Exhibits. |
Exhibit
No. |
|
Description |
| 10.1 |
|
Deed of Lease, dated October 14, 2025, between Westpark Corporate Center, L.L.C. and AIRO Group Holdings, Inc. |
| 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/
Joseph D. Burns |
| |
|
Captain
Joseph D. Burns |
| |
|
Chief
Executive Officer |
Dated:
October 17, 2025
