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 October 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
Director Changes
On October 20, 2026, the Board of Directors (the “Board”)
of Vertical Aerospace Ltd. (the “Company”) appointed Marc Fontaine to serve as a director of the Company, effective October
21, 2026 (the “Effective Date”).
Mr. Fontaine currently serves as the Chief
Executive Officer of Helsing SAS, the French entity of Helsing, the European leader in military AI, and brings more than two decades
of experience across aerospace, defence and technology. Prior to joining Helsing, Mr. Fontaine held senior roles across
Airbus’s commercial aircraft, defence and space, and helicopter businesses.
Mr. Fontaine’s appointment was proposed by Mudrick Capital Management
L.P. pursuant to its director appointment rights set forth in the Company’s amended and restated memorandum and articles of association.
A copy of the press release announcing Mr. Fontaine’s
appointment to the Board is furnished herewith as Exhibit 99.1.
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 anticipated Board changes, 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 24, 2026, 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 Statement on Form
F-3 (File No. 333-270756, File No. 333-284763, File No. 333-287207, File No. 333-292448, File No. 333-295988, File No. 333-297060 and
File No. 333-298605) (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 October 21, 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: October 21, 2026 |
By: |
/s/ Stuart Simpson |
| |
|
Stuart Simpson |
| |
|
Chief Executive Officer |
Exhibit 99.1
VERTICAL AEROSPACE FURTHER STRENGTHENS
BOARD WITH
APPOINTMENT OF FORMER AIRBUS EXECUTIVE MARC FONTAINE,
CEO OF HELSING FRANCE
Third senior aerospace and defence appointment
in recent weeks, following the former
Airbus Commercial Aircraft CEO as Chair and the former Leonardo Helicopters U.S.
CEO to the Board
London, UK & New York, USA –
21 October 2026 – Vertical Aerospace (NYSE: EVTL), a global aerospace and technology company pioneering electric aviation,
today announced the appointment of Marc Fontaine to its Board of Directors, effective 21 October 2026.
Mr. Fontaine currently serves as CEO
of Helsing SAS, the French entity of Helsing, the European leader in military AI. He brings more than two decades of experience
at Airbus across its commercial aircraft, defence and space, and helicopter businesses.
Before joining Helsing, Mr. Fontaine served as Digital
Transformation Officer at Airbus, where he led a team of 2,000 and launched Skywise, its aviation data platform. His previous roles
at Airbus include Company Secretary and Chief of Staff to the CEO, alongside positions in business development and mergers and acquisitions.
Mr. Fontaine’s appointment follows those of
former Airbus Commercial Aircraft CEO Fabrice Brégier as Chair of Vertical’s Board and former Leonardo Helicopters U.S.
CEO Clyde Woltman as a director. As previously announced on 24 September 2026, Vertical has also retained Jefferies LLC as its financial
advisor in connection with its review of strategic alternatives, including potential strategic and financial partnerships to advance
the next stage of development.
Stuart Simpson, CEO of Vertical Aerospace, said:
“Marc knows what it takes to introduce new technologies across
a complex aerospace business. His experience in aircraft programmes, digital transformation and defence will be invaluable as we advance
Valo towards certification and prepare for commercial operations. Marc’s decision to join, following Fabrice and Clyde, shows how
seasoned aerospace and defence leaders view Vertical and Valo. I’m delighted to welcome him to the Board.”
Marc Fontaine, Non-Executive Director, Vertical Aerospace, said:
“I joined Vertical’s Board because of what this team has
already achieved. Valo is one of the most capable aircraft in its category, and it is being certified to the highest safety standard
in the eVTOL category, the same level of safety required of large commercial airliners.
Its architecture is designed to take a hybrid-electric powertrain,
opening up extended-range missions and defence and other dual-use applications. The priority now is funding the path to certification
and commercialisation, and I look forward to working with Fabrice, the Board and the leadership team, alongside Jefferies, to secure
it.”
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 Aerospace, Syensqo and Sonaca, 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
systems.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. 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
the anticipated Board changes, 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 aircraft on timelines projected, selection of suppliers, the Company’s ability to obtain
additional financing on acceptable terms or at all, the outcome of any financing or strategic process, 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 Vertical’s Annual Report on Form 20-F
filed with the U.S. Securities and Exchange Commission (“SEC”) on March 24, 2026, as such factors may be updated from time
to time in Vertical’s 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. Vertical disclaims 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.
Media:
Justin Bates, Head of Communications
justin.bates@vertical-aerospace.com
+44 7878 357 463
Investor Relations:
Gillian Levine, Investor Relations Lead
gillian.levine@vertical-aerospace.com
+1 248 470 8732
