STOCK TITAN

BlackSky (NYSE: BKSY) launches $250M at-the-market equity program

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

BlackSky Technology Inc. entered a Sales Agreement allowing it to sell up to $250,000,000 of Class A common stock from time to time through Deutsche Bank Securities and Craig-Hallum. Sales may be made as at-the-market offerings or negotiated transactions under the company’s automatic shelf registration on Form S-3ASR.

The company is not required to sell any shares and will direct orders to only one sales agent at a time. The sales agents will use commercially reasonable efforts to place shares and will receive up to 3.0% of the gross proceeds from stock sold under the program. Either a sales agent or the company can terminate the arrangement on ten trading days’ written notice.

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Insights

BlackSky sets up a flexible $250M at-the-market equity program.

BlackSky Technology Inc. has arranged a Sales Agreement to issue up to $250,000,000 of Class A common stock over time. Sales can occur as at-the-market offerings on the New York Stock Exchange or through negotiated trades, giving the company discretionary access to equity capital.

The shares are registered under an automatic shelf on Form S-3ASR, with Deutsche Bank Securities and Craig-Hallum acting as sales agents. They earn up to 3.0% of gross proceeds and can be terminated, or terminate themselves, on ten trading days’ notice, so actual issuance will depend on future company decisions and market conditions.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
ATM capacity $250,000,000 aggregate offering price Maximum Class A common stock issuance under Sales Agreement
Sales agent fee up to 3.0% of gross proceeds Compensation on shares sold through the Sales Agreement
Warrant exercise price $92.00 per share Exercise price of listed warrants for Class A common stock
Form type Form S-3ASR Shelf registration statement used for the ATM program
at the market offerings financial
"transactions that are deemed to be “at the market offerings” as defined in Rule 415(a)(4)"
At-the-market offerings are a way for a company to raise cash by selling newly issued shares directly into the open market at the current trading price through a broker, rather than in a single large sale. Think of it like topping up a gas tank a little at a time at whatever the pump price is; it gives the company flexibility to raise money when conditions are favorable but can increase the number of shares outstanding and dilute existing investors, and frequent or large sales can put downward pressure on the stock price.
shelf registration statement regulatory
"pursuant to the Company’s shelf registration statement on Form S-3ASR"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
Sales Agreement financial
"entered into a Sales Agreement (the “Sales Agreement”) with Deutsche Bank Securities Inc."
A sales agreement is a written contract that sets out the terms for selling goods, services, or assets, specifying price, delivery, payment schedule and responsibilities of each side. For investors it matters because it creates a predictable stream of revenue or cash obligations, clarifies timing and risk, and can change a company’s value or forecasts much like a signed order turns a customer’s verbal intent into a firm commitment.
indemnification regulatory
"the Company has agreed to indemnify the Sales Agents against certain specified types of liabilities"
A contractual promise to cover losses, expenses, or legal claims that arise from specified events, such as breaches of representations or third‑party lawsuits. For investors, indemnification matters because it shifts potential financial risk and future cash outflows from one party to another, similar to a friend agreeing to pay your bill if you’re sued, and can affect deal value, expected returns, and contingent liabilities on the balance sheet.
prospectus supplement regulatory
"The Company filed a prospectus supplement, dated May 22, 2026, with the SEC"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
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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): May 22, 2026
BlackSky Technology Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware001-39113
83-1833760
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification Number)
2411 Dulles Corner Park
Suite 300
Herndon,Virginia20171
(Address of principal executive offices)(Zip code)
(703) 935-1930
(Registrant’s telephone number, including area code)
Not Applicable
(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
Class A common stock, par value $0.0001 per shareBKSYThe New York Stock Exchange
Warrants, exercisable for shares of Class A common stock at an exercise price of $92.00 per shareBKSY.WThe 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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2).
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 May 22, 2026, BlackSky Technology Inc., a Delaware corporation (the “Company”), entered into a Sales Agreement (the “Sales Agreement”) with Deutsche Bank Securities Inc. and Craig-Hallum Capital Group LLC (the “Sales Agents”), pursuant to which the Company may offer and sell from time to time through the Sales Agents the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), having an aggregate offering price of up to $250,000,000 (the “Shares”).
Upon delivery of a placement notice to the Sales Agents and subject to the terms and conditions of the Sales Agreement, the sales, if any, of the Shares may be made in negotiated transactions or transactions that are deemed to be “at the market offerings” as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the “Securities Act”), including without limitation, by means of ordinary brokers’ transactions on the New York Stock Exchange at market prices, in block transactions, or as otherwise agreed with the applicable Sales Agent, or by means of any other existing trading market for shares of the Company’s common stock or to or through a market maker other than on an exchange. The Company will submit orders to only one Sales Agent at a time relating to the sale of shares of its common stock under the Sales Agreement. Under the Sales Agreement, the Sales Agents will use commercially reasonable efforts to sell the Shares from time to time consistent with their normal trading and sales practices, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company is not obligated to sell any Shares under the Sales Agreement.
Any sales of the Shares will be made pursuant to the Company’s shelf registration statement on Form S-3ASR (File No. 333-296167) filed with the Securities and Exchange Commission (“SEC”) on May 22, 2026. The Company filed a prospectus supplement, dated May 22, 2026, with the SEC in connection with the offer and sale of the Shares.
A Sales Agent may terminate the Sales Agreement with respect to itself, or the Company may terminate the Sales Agreement, at any time upon ten trading days’ prior written notice in accordance with the terms of the Sales Agreement.
The Sales Agreement contains customary representations, warranties and agreements by the Company, and indemnification rights and obligations of the parties. The Sales Agreement provides that the Sales Agents will be entitled to compensation for their services of up to 3.0% of the gross proceeds of all shares sold through the Sales Agents under the Sales Agreement. Under the terms of the Sales Agreement, the Company has agreed to indemnify the Sales Agents against certain specified types of liabilities, including liabilities under the Securities Act, to contribute to payments the Sales Agents may be required to make in respect of these liabilities, and to reimburse the Sales Agents for certain expenses.
The above summary of the Sales Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Sales Agreement, a copy which is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated herein by reference. The legal opinion of Wilson Sonsini Goodrich & Rosati, Professional Corporation relating to the shares of Common Stock being offered pursuant to the Sales Agreement is filed as Exhibit 5.1 to this Current Report on Form 8-K.
This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of any offer to buy the securities discussed herein, nor shall there be any offer, solicitation or sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.



Item 9.01.     Financial Statements and Exhibits.
(d) Exhibits
Exhibit NumberDescription
1.1
Sales Agreement, dated May 22, 2026, by and among BlackSky Technology Inc., Deutsche Bank Securities Inc. and Craig-Hallum Capital Group LLC
5.1
Opinion of Wilson Sonsini Goodrich & Rosati, Professional Corporation
23.1
Consent of Wilson Sonsini Goodrich & Rosati, Professional Corporation (included with the opinion filed as Exhibit 5.1)
104
Cover Page Interactive Data File (embedded within the inline XBRL document)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: May 22, 2026
BLACKSKY TECHNOLOGY INC.
By:
/s/ Henry Dubois
Name: Henry Dubois
Title: Chief Financial Officer

FAQ

What equity program did BlackSky (BKSY) establish in this 8-K?

BlackSky established a Sales Agreement enabling it to sell up to $250,000,000 of Class A common stock over time. Shares can be issued through at-the-market offerings or negotiated transactions under its automatic shelf registration statement on Form S-3ASR.

How much stock can BlackSky (BKSY) sell under the new Sales Agreement?

The company may offer and sell Class A common stock with an aggregate offering price of up to $250,000,000. These sales will occur from time to time through designated sales agents under its effective shelf registration statement.

Who are the sales agents for BlackSky’s (BKSY) at-the-market offering?

Deutsche Bank Securities Inc. and Craig-Hallum Capital Group LLC act as sales agents. They use commercially reasonable efforts to sell shares, following BlackSky’s instructions on price, timing, and size, and may each terminate their role with ten trading days’ written notice.

What fees will BlackSky (BKSY) pay on stock sold through this program?

Under the Sales Agreement, the sales agents are entitled to compensation of up to 3.0% of the gross proceeds from all shares sold. BlackSky has also agreed to indemnify them against certain liabilities and reimburse specified expenses related to the offering.

Is BlackSky (BKSY) required to issue shares under the $250 million program?

BlackSky is not obligated to sell any shares under the Sales Agreement. The company controls when and how many shares are offered, and either it or a sales agent can terminate the arrangement with ten trading days’ prior written notice.

Under what registration is BlackSky’s (BKSY) at-the-market program being conducted?

Sales are made under BlackSky’s shelf registration statement on Form S-3ASR, filed with the SEC. A related prospectus supplement dated May 22, 2026, covers the offer and sale of the shares through the Sales Agreement.

Filing Exhibits & Attachments

6 documents