Dean Kamen leaves BETA Technologies (NYSE: BETA) board and compensation committee

Rhea-AI Filing Summary

BETA Technologies, Inc. filed an amended report to correct a clerical error in a prior disclosure about its board. The amendment confirms that Dean Kamen has voluntarily stepped down from the company’s Board of Directors and its Compensation Committee, effective February 18, 2026. The company notes that Kamen chose to leave to avoid potential distractions as BETA focuses on executing its strategic priorities, and it highlights his long-standing contributions through guidance, leadership, investment, and support for innovation. No other aspects of the original report have been changed or updated.

Insights

Corporate governance analyst

Beta corrects prior filing and confirms Dean Kamen’s voluntary board exit.

BETA Technologies updated a previous disclosure to correct a clerical error and restated that Dean Kamen has voluntarily left the Board and Compensation Committee effective February 18, 2026. The company frames this as his decision to reduce potential distractions.

Board changes can matter for oversight and strategic input, but this update emphasizes continuity: it does not introduce new strategy, financial data, or additional resignations. The company underscores Kamen’s positive historical role while indicating its focus on existing strategic priorities.

The key item to reference in future reviews is the confirmed effective date of Kamen’s departure and the vacancy on the Compensation Committee; subsequent filings may describe how the board reassigns committee responsibilities or fills the open seat.

0001784570FALSE00017845702026-02-182026-02-18

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

______________________________

FORM 8-K/A

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

Date of Report (Date of earliest event reported): February 18, 2026

______________________________

BETA Technologies, Inc.
(Exact name of registrant as specified in its charter)

Delaware			001-42932			83-1276474
(State or other jurisdiction of incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

1150 Airport Drive South Burlington,Vermont			05403
(Address of principal executive offices)			(Zip code)

Registrant’s telephone number, including area code: (802) 281-3623

Not Applicable

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

______________________________

Check the appropriate box below if the Form 8-K 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
Class A common stock, par value $0.0001 per share			BETA			The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company 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. ☐

Explanatory Note

This Amendment No. 1 to the Current Report on Form 8-K originally filed on February 18, 2026 (the “Original Report”) is being filed to correct a clerical error in the Original Report. The information has been corrected in this Amendment.

Except as expressly set forth herein, the Original Report remains unchanged and continues to speak as of the date of the Original Report. This Amendment does not modify or update any other disclosures contained in the Original Report.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

Dean Kamen has voluntarily stepped down from the Board of Directors (the "Board") of BETA Technologies, Inc. (the "Company"), effective February 18, 2026. Mr. Kamen also served as a member of the Compensation Committee of the Board. Mr. Kamen made this decision to avoid potential distractions as the Company remains focused on executing its strategic priorities.

Mr. Kamen has been a valued member of the Board and contributed significantly to the Company over many years through his guidance, leadership, and investment, as well as through his broader impact on advancing innovation, science, and engineering.

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.

			BETA Technologies, Inc.
Date: February 19, 2026						/s/ Brian Dunkiel
						Brian Dunkiel Chief Legal Officer

FAQ

What change did BETA (BETA) disclose about its board of directors?

BETA disclosed that Dean Kamen has voluntarily stepped down from its Board of Directors and its Compensation Committee, effective February 18, 2026. The company credits him for significant guidance, leadership, and investment during his tenure and emphasizes its ongoing focus on strategic priorities.

Why did Dean Kamen leave the BETA (BETA) Board of Directors?

Dean Kamen left BETA’s board to avoid potential distractions as the company continues focusing on executing its strategic priorities. The filing describes his decision as voluntary and highlights his longstanding contributions to the company and broader innovation, science, and engineering efforts.

What is the purpose of BETA’s amended report regarding Dean Kamen?

The amended report corrects a clerical error in an earlier disclosure about Dean Kamen’s departure. It reaffirms that he voluntarily stepped down from the Board and the Compensation Committee effective February 18, 2026, and clarifies that no other parts of the original report are changed.

Does BETA’s amendment change any prior financial or strategic disclosures?

The amendment does not change prior financial or strategic disclosures. It is limited to correcting a clerical error related to Dean Kamen’s departure from the Board and Compensation Committee, and explicitly states that all other information in the original report remains unchanged.

What board committee role did Dean Kamen hold at BETA (BETA)?

Dean Kamen served on BETA’s Compensation Committee in addition to his role on the Board of Directors. The filing notes that he has voluntarily stepped down from both the board and this committee, effective February 18, 2026, as part of his decision to prevent potential distractions.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.8 KB