UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of February
2026
Commission File Number: 001-41169
Vertical Aerospace Ltd.
(Exact Name of Registrant as Specified in Its
Charter)
Unit 1 Camwal Court, Chapel Street
Bristol BS2 0UW
United Kingdom
(Address of principal
executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
Long-Term Supplier Partnership with Evolito
Vertical Aerospace Ltd. (the “Company”),
through its wholly owned subsidiary, Vertical Aerospace Group Limited, and Evolito Ltd. (“Evolito”) entered into a new long-term
agreement, effective as of February 4, 2026, under which Evolito will design, supply and suubsequently support the Electric Propulsion
Units (“EPUs”) for Valo, the Company’s electric vertical take-off and landing (eVTOL) aircraft.
As part of the partnership, Evolito will supply
its unique EPU architecture, delivering high performance, extended range, and built-in redundancy. The Company and Evolito will work
together to certify the EPU to achieve airliner-level safety certification with the UK Civil Aviation Authority (CAA) and concurrently
validate it with European Union Aviation Safety Agency (EASA), integrating it as a core component of Valo’s propulsion system.
Evolito holds a CAA Design Organisation Approval,
a critical prerequisite for eVTOL Type certification in the UK which is required to enter commercial operations.
Press Release
On February 5, 2026, the Company issued
a press release in relation to the Company’s partnership with Evolito, a copy of which is furnished as Exhibit 99.1 hereto.
Forward-Looking Statements
This Report of Foreign Private Issuer on Form 6-K
(the “Form 6-K”) contains forward-looking statements within the meaning of the Private Securities Litigation Reform
Act of 1995. Any express or implied statements contained in this Form 6-K that are not statements of historical fact may be deemed
to be forward-looking statements, including, without limitation, statements regarding a long-term partnership with Evolito for electronic
propulsion units, including expected ability to certify the electronic propulsion units for the production version of Valo, Evolito’s
supply and obligations under the partnership agreement, the efficiencies, reliability and expertise expected, the design and manufacture
of our aircraft and the hybrid-electric variant, certification and the commercialization of our aircraft and our ability to achieve regulatory
certification of our aircraft product on any particular timeline or at all, the features and capabilities of the aircraft, business strategy
and plans and objectives of management for future operations, including the building and testing of our prototype aircrafts on timelines
projected, completion of the piloted test programme phases, selection of suppliers, as well as statements that include the words “expect,”
“intend,” “plan,” “believe,” “project,” “forecast,” “estimate,”
“may,” “should,” “anticipate,” “will,” “aim,” “potential,” “continue,”
“is/are likely to” and similar statements of a future or forward-looking nature. These forward-looking statements reflect
our current views with respect to future events and are not a guarantee of future performance. Actual outcomes may differ materially
from the information contained in the forward-looking statements as a result of a number of factors, including, without limitation, the
important factors discussed under the caption “Risk Factors” in the Company's Annual Report on Form 20-F filed with
the U.S. Securities and Exchange Commission (“SEC”) on March 11, 2025, as such factors may be updated from time to time
in the Company’s other filings with the SEC. Any forward-looking statements contained in this Form 6-K speak only as of the
date hereof and accordingly undue reliance should not be placed on such statements. the Company disclaims any obligation or undertaking
to update or revise any forward-looking statements contained in this Form 6-K, whether as a result of new information, future events
or otherwise, other than to the extent required by applicable law.
INCORPORATION BY REFERENCE
The information included in
this Report on Form 6-K (excluding Exhibit 99.1) is hereby incorporated by reference into the Company’s Registration
Statements on Form F-3 (File No. 333-270756, File No. 333-284763, File No. 333-287207 and File No. 333-292448)
(including any prospectuses forming a part of such registration statements) and to be a part thereof from the date on which this Report
on Form 6-K is filed, to the extent not superseded by documents or reports subsequently filed or furnished.
EXHIBIT INDEX
Exhibit
No. |
|
Description |
| |
|
| 99.1 |
|
Press release of Vertical Aerospace Ltd. dated February 5, 2026 |
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.
| |
Vertical Aerospace Ltd. |
| |
|
|
| Date: February 5, 2026 |
By: |
/s/ Stuart Simpson |
| |
|
Stuart Simpson |
| |
|
Chief Executive Officer |
Exhibit 99.1
Vertical Aerospace Selects Evolito as Electric
Propulsion Unit Partner for Valo
| · | Evolito to supply electric propulsion units for Valo, Vertical’s commercial aircraft |
| · | Companies to jointly certify the electric engines with UK CAA and EASA |
| · | Evolito joins Honeywell, Syensqo and Aciturri as key suppliers, strengthening Valo’s path to commercialization |
London,
UK & New York, USA – 5/02/2026 – Vertical Aerospace (“Vertical” or “Company”) [NYSE:EVTL],
a global aerospace and technology company that is pioneering electric aviation, today announced a new long-term partnership with Evolito,
a leader in high-performance electric propulsion systems, to supply electric propulsion units (“EPUs”) - electric engines
- that will power Valo, Vertical’s commercial eVTOL aircraft.
Under the agreement, Evolito will provide its unique EPU architecture,
lightweight, efficient electric motors and high-integrity DAL-A power electronics, integrated into a single electric engine, providing
the extended range, high performance and built-in redundancy required for Valo’s entry into commercial service. These are critical
requirements for Valo’s certification to equivalent safety standards as large commercial airliners, targeted in 2028.
As part of the partnership, Vertical and Evolito plan to jointly certify
the EPUs with the UK Civil Aviation Authority (CAA), with concurrent validation with the European Union Aviation Safety Agency (EASA),
which is expected to be followed by global regulator validation. Evolito holds CAA Design Organisation Approval – a prerequisite
for UK type certification and commercial operations.
Vertical is also developing a hybrid-electric variant offering greater
range and mission flexibility to meet the evolving needs of the Advanced Air Mobility market, with Evolito’s EPUs integrated into
the platform. The hybrid-electric variant is scheduled to begin flight testing in mid-2026.
David
King, Chief Engineer, Vertical Aerospace: “Vertical’s approach to Valo is grounded in rigorous engineering and
certification discipline. Our collaboration is centred on delivering a propulsion system that provides the performance, redundancy and
reliability required for airliner-level safety standards, while remaining practical for commercial operations. It’s a partnership
built around getting the fundamentals right.”
Chris
Harris, CEO of Evolito, added: "We’re thrilled to be working with Vertical Aerospace, a company that shares our
vision for a cleaner, more connected future. Our engines are designed to meet the rigorous demands of aerospace, and we’re excited
to contribute to the success of Vertical’s aircraft with propulsion systems that deliver unmatched performance and efficiency."
Dave
Shilliday, Vice President & General Manager, Advanced Air Mobility, Honeywell Aerospace: “Vertical is taking a rigorous,
certification-led approach to electric aviation, and we’re proud to support that journey. Valo reflects the kind of disciplined
engineering and long-term thinking required to bring electric flight into real-world service, and we will continue to work closely
with the Vertical team and their partners as the programme progresses toward certification.”
Strengthening the UK’s AAM ecosystem
This partnership supports the UK Government’s ambition to lead
in aerospace innovation, backed by £2.3 billion of funding over the next decade through the Aerospace Technology Institute (ATI)
to accelerate the development of cleaner, more efficient aircraft. ATI support has played a key role in advancing the EPUs and aircraft
technologies underpinning this collaboration.
Chris
McDonald, Industry Minister, said: “This is a welcome win for Britain’s world-class aerospace sector, which will
help us stay at the cutting edge of innovation and continue leading the way on zero emission flight.
“We’re backing companies like Vertical and Evolito with
support through our modern Industrial Strategy and the Aerospace Technology Institute, while the CAA’s world-leading regulation
is helping the industry soar and create good jobs right across the country.”
Evolito was spun out of YASA in 2021 to commercialise next-generation
electric motor technology for the rapidly growing aerospace market. YASA is a world-leading pioneer of axial-flux electric motors and
was acquired by Mercedes-Benz in July 2021. Evolito’s engineering team brings deep aerospace expertise, and its technology has been
chosen for Electra’s hybrid-electric aircraft programme.
This announcement follows Vertical’s recent appointment of Richard
Moore as Vice President of Powertrain, as the company advances toward certification, industrialization and manufacturing readiness.
About Vertical Aerospace
Vertical Aerospace is a global aerospace and technology company pioneering
electric aviation. Vertical is creating a safer, cleaner, and quieter way to travel. Valo is a piloted, four-passenger, Electric Vertical
Take-Off and Landing (eVTOL) aircraft, with zero operating emissions. Vertical is also developing a hybrid-electric variant, offering
increased range and mission flexibility to meet the evolving needs of the advanced air mobility market.
Vertical combines partnerships with leading aerospace companies, including
Honeywell, Syensqo and Aciturri, with its own proprietary battery and propeller technology to develop the world’s most advanced
and safest eVTOL.
Vertical has c.1,500 pre-orders of Valo, with customers across four
continents, including American Airlines, Avolon, Bristow, GOL and Japan Airlines. Certain customer obligations are expected
to be fulfilled via third-party agreements. Headquartered in Bristol, UK, Vertical’s experienced leadership team comes from top-tier
aerospace and automotive companies such as Rolls-Royce, Airbus, GM, and Leonardo. Together, they have previously certified and supported
over 30 different civil and military aircraft and propulsion system.
About
Evolito
Evolito is leading electric propulsion and power generation for aerospace with light weight, compact electric motors
and DAL A integrated systems with planned certification and scalable production. Evolito’s electric engines are suitable for both
VTOL and fixed-wing applications with unmatched power density, efficiency, and safety. The privately held company is based in Oxford.
Evolito’s investors include B-Flexion, Oxford Science Enterprises (OSE) and HostPlus.
For more information:
Justin Bates, Head of Communications justin.bates@vertical-aerospace.com +44
7878 357 463
Samuel Emden, Head of Investor Affairs samuel.emden@vertical-aerospace.com +447816
459 904
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 that relate to our current expectations and
views of future events. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking
statements as contained in Section 27A of the Securities Act and Section 21E of the Exchange Act. Any express or implied statements contained
in this press release that are not statements of historical fact may be deemed to be forward-looking statements, including, without limitation,
statements regarding regarding a long-term partnership with Evolito for electronic propulsion units, including expected ability to certify
the electronic propulsion units for the production version of Valo, Evolito’s supply and obligations under the partnership agreement,
the efficiencies, reliability and expertise expected, the design and manufacture of our aircraft and the hybrid-electric variant, certification
and the commercialization of our aircraft and our ability to achieve regulatory certification of our aircraft product on any particular
timeline or at all, the features and capabilities of the aircraft, business strategy and plans and objectives of management for future
operations, including the building and testing of our prototype aircrafts on timelines projected, completion of the piloted test programme
phases, selection of suppliers; the differential strategy compared to our peer group; expectations surrounding pre-orders and commitments;
as well as statements that include the words “expect,” “intend,” “plan,” “believe,” “project,”
“forecast,” “estimate,” “may,” “should,” “anticipate,” “will,”
“aim,” “potential,” “continue,” “are likely to” and similar statements of a future or
forward-looking nature. Forward-looking statements are neither promises nor guarantees, but involve known and unknown risks and uncertainties
that could cause actual results to differ materially from those projected, including, without limitation, the other important factors
discussed under the caption “Risk Factors” in our Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission
(“SEC”) on March 11, 2025, as such factors may be updated from time to time in our other filings with the SEC. Any forward-looking
statements contained in this press release speak only as of the date hereof and accordingly undue reliance should not be placed on such
statements. We disclaim any obligation or undertaking to update or revise any forward-looking statements contained in this press
release, whether as a result of new information, future events or otherwise, other than to the extent required by applicable
law.