Momentus Inc SEC Filings

Momentus Inc. (MNTS) called a virtual Special Meeting on November 24, 2025 to seek stockholder approval, under Nasdaq Rule 5635(d), for several share issuances tied to recent financing arrangements and to permit adjournment if needed.

Proposal 1 requests approval to issue Class A shares upon conversion of a $1,630,435 junior secured convertible note at $1.116 per share and the exercise of 1,460,964 warrants at $1.40. Using a stated floor price of $0.22, the company estimates up to 6,818,182 conversion shares plus the warrant shares. Proposal 2 seeks approval to issue shares under a $50,000,000 Equity Line of Credit, with Put Stock priced at $1.24 per share and up to 750,000 pre-funded warrant shares as commitment consideration; based on a $1.71 price, up to 29,239,766 shares could be sold to fully utilize the facility. Proposal 3 asks approval for up to 7,469,607 shares issuable on Inducement Warrants at $1.43 per share. Proposal 4 permits adjournment. Stockholders of record on October 28, 2025, when 22,907,753 shares were outstanding, may vote.

Momentus Inc. (MNTS) filed a preliminary S-1 registering up to 8,456,112 shares of Class A common stock for resale by selling stockholders. The registered shares include 580,594 B&M Debt Settlement Shares, 342,895 B&M Debt Settlement Warrant Shares, 63,016 HS Debt Settlement Shares, and 7,469,607 October Inducement Warrant Shares. The company is not selling any shares under this prospectus and will not receive proceeds from sales by the selling stockholders.

Sales may occur from time to time at fixed, market, or negotiated prices through various methods described in the plan of distribution. The October Inducement Warrants become exercisable upon stockholder approval; the prospectus notes customary beneficial ownership limits for exercises. MNTS last reported a Nasdaq Capital Market price of $1.28 on October 23, 2025.

Momentus Inc. filed a preliminary S-1 to register the resale of up to 43,989,290 shares of Class A common stock by selling stockholders. The registration covers 1,455,746 shares issuable upon conversion of a junior secured convertible note, 1,460,964 shares issuable upon exercise of related warrants, 40,322,580 shares issuable under an equity purchase agreement, and 750,000 shares issuable upon exercise of pre-funded warrants.

Momentus is not selling any shares in this offering and will not receive proceeds from sales by the selling stockholders. Sales may be made from time to time at market, fixed, related, or negotiated prices, with customary broker compensation paid by the sellers. MNTS is listed on Nasdaq; the last reported sale price was $1.28 per share on October 23, 2025.

Momentus Inc. (MNTS) filed a prospectus supplement updating its at-the-market (ATM) program capacity. The company may offer and sell shares of Class A common stock with an aggregate offering price of up to $3,812,914.01 under General Instruction I.B.6 of Form S‑3, through A.G.P./Alliance Global Partners as sales agent or principal.

This update reflects the one‑third public float limit. The public float used for the cap was $38,990,626.56, calculated from 22,801,536 non‑affiliate shares at $1.71 per share, the highest closing price within the prior 60 days. The company has already sold $9,183,961.51 over the last 12 months under I.B.6; the new capacity does not include those prior sales. If the public float rises, the company may file another supplement to increase available ATM capacity, and the I.B.6 limit falls away once float exceeds $75.0 million. MNTS last traded at $1.33 on October 17, 2025.

Momentus Inc. (MNTS) filed Amendment No. 1 to its Form S-1, adding Rule 473(b) language for the registration statement to become automatically effective 20 days after filing. The company states this amendment does not modify any provision of the prospectus, and a preliminary prospectus is omitted.

Administrative details include an estimated total offering expense of $61,927, comprising an SEC registration fee of $1,927, legal fees of $15,000, accounting fees of $40,000, and miscellaneous costs of $5,000, all to be paid by the registrant.

The filing’s Part II recaps prior financing arrangements, warrant issuances, loan agreements, and convertible notes, and references related registration rights and ownership limitations, but does not change terms of the underlying prospectus.

Momentus Inc. (MNTS) entered a warrant inducement agreement that led a holder to exercise existing warrants for cash, providing approximately $7,000,000 in gross proceeds. The holder exercised (i) March warrants for 2,142,858 shares at $1.43 per share and (ii) July warrants for 2,836,880 shares at $1.41 per share. The March warrants’ exercise price was reduced from $2.00 to $1.43, matching the October 13, 2025 closing price.

In return, Momentus will issue new inducement warrants to purchase up to 7,469,607 shares at an exercise price of $1.43 per share, exercisable on or after the date of required stockholder approval under Nasdaq rules, and expiring five years after that approval date. The company plans to file a registration statement within 30 days of October 14, 2025 to register the resale of the inducement warrant shares. A beneficial ownership cap limits exercises to 4.99% (or, at the purchaser’s election, 9.99%).

Momentus will pay A.G.P. approximately $494,500 in fees and up to $35,000 for legal expenses, and expects to use net proceeds for general corporate purposes.

Momentus Inc. filed a prospectus supplement to update how much Class A common stock it may sell under an at-the-market (ATM) sales agreement with A.G.P./Alliance Global Partners. The company reports an aggregate market value of common stock held by non-affiliates of $9,229,204.68, based on 14,496,133 non-affiliate shares and a closing price of $1.91 on August 13, 2025. Momentus has sold $4,440,368.79 of stock under the Form S-3 limit in the prior 12 months and therefore has $4,788,835.89 of additional capacity to sell under General Instruction I.B.6 of Form S-3. The company notes the one-third public-float cap applies while public float remains below $75.0M. Its Nasdaq ticker is MNTS and the last reported sale price was $1.37 on October 10, 2025.

Momentus Inc. filed an 8-K reporting that on September 30, 2025 it entered into multiple agreements with Baker & McKenzie LLP. The filing lists a Pre-Funded Common Stock Purchase Warrant, a General Release and Settlement Agreement, a Securities Purchase Agreement, and a Registration Rights Agreement, each dated September 30, 2025. Together these exhibits indicate the company and Baker & McKenzie documented a securities issuance framework and a release/settlement between the parties. The filings are presented as exhibits; the 8-K does not disclose monetary amounts, share counts, or further financial terms in the excerpt provided.