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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): November 6, 2026
Evolv Technologies Holdings, Inc.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-39417 | | 84-4473840 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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500 Totten Pond Road, 4th Floor Waltham, Massachusetts | | 02451 |
(Address of principal executive offices) | | (Zip Code) |
(781) 374-8100
Registrant’s telephone number, including area code
(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:
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☐ | 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:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Class A common stock, par value $0.0001 per share | | EVLV | | The Nasdaq Stock Market |
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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 6, 2026, the Board of Directors (the “Board”) of Evolv Technologies Holdings, Inc. (the “Company”) appointed Jason Blessing, age 55, to the Board, effective November 6, 2026, to serve as a Class III director until the Company’s 2027 annual meeting of stockholders.
The Board also appointed Mr. Blessing to the Audit Committee and the Nominating and Corporate Governance Committee. In approving the appointment, the Board concluded that Mr. Blessing satisfies the independence requirements of Rule 10A-3 under the Securities Exchange Act of 1934, as amended, and the applicable rules of The Nasdaq Stock Market LLC, including the requirements applicable to audit committee membership. The Board also determined that Mr. Blessing is an “audit committee financial expert” as that term is defined by applicable Securities and Exchange Commission regulations. There are no arrangements or understandings between Mr. Blessing and any other person pursuant to which Mr. Blessing was selected as a director, and there are no related-party transactions involving Mr. Blessing that would require disclosure under Item 404(a) of Regulation S-K. Mr. Blessing will be eligible to receive compensation as a non-employee director in accordance with the Company’s Non-Employee Director Compensation Policy, as amended.
Jason Blessing has a strong track record as an executive and operator with more than 30 years of experience, including service as a public company chief executive officer and director. Mr. Blessing currently serves as Executive Chair of Mosai and as a director of eClinical Solutions and Parsec Automation, both privately held software companies, and as an advisor to the CEO of AptEdge. His experience includes leading go-to-market, product and technology organizations. From May 2018 to September 2024, Mr. Blessing served as President and Chief Executive Officer of Model N, Inc. (formerly NYSE: MODN), and served as a director of Model N from May 2018 until August 2026. From January 2013 to December 2017, Mr. Blessing served as President, Chief Executive Officer and a director of Plex Systems, now part of Rockwell Automation. Mr. Blessing previously held executive roles at Taleo, Oracle and PeopleSoft and began his career in the management consulting practice of Price Waterhouse. Mr. Blessing holds a B.A. from the University of Michigan.
Item 7.01 Regulation FD Disclosure.
On November 9, 2026, the Company issued a press release announcing the foregoing, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information contained under Item 7.01 of this Current Report on Form 8-K, (including Exhibit 99.1), shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as may be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. | | Description |
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99.1 | | Press Release, dated November 9, 2026 |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
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| Evolv Technologies Holdings, Inc. |
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Date: November 6, 2026 | By: | /s/ John Kedzierski |
| Name: | John Kedzierski |
| Title: | Chief Executive Officer |
Exhibit 99.1
Evolv Technology Announces the Appointment of Jason Blessing
as a New Independent Director
– Former Public Company CEO Brings More Than 30 Years of Leadership Experience at Technology-Based Businesses –
Waltham, Massachusetts – November 9, 2026 – Evolv Technologies Holdings, Inc. (NASDAQ: EVLV), a leading security technology company pioneering AI-based solutions designed to create safer experiences, today announced the appointment of Mr. Jason Blessing, age 55, to its Board of Directors (“Board”) effective November 6, 2026. Blessing will also serve on the Board’s Audit Committee and Nominating and Corporate Governance Committee. The Board affirmatively determined that Blessing is independent under applicable Nasdaq listing standards.
Blessing has a strong track record as an executive and operator with more than 30 years of experience, including service as a public company chief executive officer and director. He currently serves as Executive Chair of Mosai and as a member of the Board of Directors of eClinical Solutions and Parsec Automation, both privately held software companies, and as an advisor to the CEO of AptEdge. His experience includes leading go-to-market, product and technology organizations.
From May 2018 to September 2024, Blessing was President and Chief Executive Officer of Model N, Inc. (formerly NYSE: MODN), a leading provider of revenue management and compliance software for life sciences companies, where he led the company’s transition to a cloud-based software-as-a-service business and its 2024 sale to Vista Equity Partners. He also served as a member of Model N’s Board of Directors from May 2018 to August 2026. From January 2013 to December 2017, he was President, Chief Executive Officer and a member of the Board of Directors of Plex Systems, now part of Rockwell Automation. He previously held executive roles at Taleo, Oracle and PeopleSoft, and began his career in the management consulting practice of Price Waterhouse. He earned a Bachelor’s Degree from the University of Michigan.
“We are pleased to welcome Jason to the Board,” said Neil Glat, Chair of the Board. “His extensive experience as an operator, public company CEO, and Board member, including leading go-to-market strategy and execution, driving product innovation, and scaling technology businesses, will be invaluable as Evolv advances its mission and long-term growth strategy. We are excited to have his perspective as we prepare for the next stage of growth.”
About Evolv Technology
Evolv (NASDAQ: EVLV) is designed to transform human security by helping organizations detect potential threats, mitigate risk, and enhance safety using AI-powered security solutions with robust insights. Our technology has helped to create efficient and positive security screening experiences for the world's most iconic venues and companies as well as schools, hospitals, and public spaces. Evolv's mission is to create a safer world to live, work, learn, and play. Evolv's advanced systems have scanned more than 5 billion people since 2019. Evolv Express® and Evolv eXpedite™ have been awarded the U.S. Department of Homeland Security (DHS) SAFETY Act Designation as a Qualified Anti-Terrorism Technology (QATT). Evolv and its products have been awarded numerous awards which can be viewed on our Certifications and Awards web page. Evolv®, Evolv Express®, Evolv Insights®, and Evolv eXpedite™ are registered trademarks or trademarks of Evolv Technologies, Inc. in the United States and other jurisdictions. For more information, visit evolv.com.
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Investor Relations: Brian Norris Senior Vice President of Finance and Investor Relations +1.781.374.8082 bnorris@evolvtechnology.com |