EVTL Schedule 13D/A: Fitzpatrick and Imagination Aero Detail Holdings and Trades
Rhea-AI Filing Summary
Amendment No. 6 to Schedule 13D updates beneficial ownership disclosures for Vertical Aerospace Ltd. (Ordinary Shares). Stephen Fitzpatrick reports beneficial ownership of 15,286,782 Ordinary Shares, representing 15.03% of the class on a fully-diluted basis that counts 5,000,000 shares issuable upon exercise of warrants. Imagination Aero Investment Ltd., of which Mr. Fitzpatrick is sole managing member, is reported as beneficial owner of 5,200,000 shares (5.11%), which reflects 5,000,000 shares issuable upon exercise of warrants plus 200,000 shares held.
The filing gives effect to the issuer's one-for-ten reverse stock split on September 20, 2024 and references a public offering that increased outstanding shares to 96,677,721 before counting the 5,000,000 warrant shares. The amendment also lists detailed open-market transactions executed through Winterflood Securities Limited between March and August 2025, showing numerous block trades and prices for shares purchased or sold by the reporting person. No new purposes, contracts or legal proceedings are disclosed in this amendment.
Positive
- Transparency on beneficial ownership: The amendment clearly reports aggregate holdings (15,286,782 shares; 15.03%) and explains the inclusion of warrant shares in the calculation.
- Detailed transaction record: The filing provides extensive, dated trade-level data via Winterflood Securities Limited, enhancing traceability of recent market activity.
Negative
- No stated purpose or intention: Item 4 remains N/A, so the filing does not disclose any strategic plans tied to the ownership stake.
- Significant dilution potential: Inclusion of 5,000,000 warrant-issuable shares materially impacts percentage ownership calculations and could affect future control metrics.
Insights
TL;DR: Founder-affiliated parties hold a meaningful 15.03% stake including warrant exposure; extensive open-market trading disclosed.
The amendment clarifies that Stephen Fitzpatrick controls a combined stake through direct holdings and through Imagination Aero, with warrants accounting for material dilution (5,000,000 shares). The disclosure is precise about the basis for the percentage calculation and notes the post-offering share count and reverse split. The lengthy list of transactions executed via Winterflood Securities Limited between March and August 2025 provides granular pricing and volume data that may inform trading liquidity and insider activity analysis. No additional strategic purpose or new arrangements are stated, limiting interpretive conclusions to ownership and transaction activity.
TL;DR: Reporting improves transparency on control and dilution but does not disclose strategic intentions.
The filing discloses beneficial ownership, shared voting/dispositive power via Imagination Aero, and the mechanics behind the percentage calculation (including the reverse split and recent offering). This is important for governance clarity because it establishes Mr. Fitzpatrick's aggregated influence on the company. The amendment does not, however, attach any new agreements, intentions to change board composition, or other governance arrangements, and it states no legal proceedings or contracts related to these holdings.
FAQ
How many Vertical Aerospace (EVTL) shares does Stephen Fitzpatrick beneficially own?
What stake does Imagination Aero Investment Ltd. hold in EVTL?
Does the amendment disclose why these shares are held or any plans for the stake?
Were there recent trades by the reporting person disclosed?
Did the filing reflect any corporate actions affecting share counts?
