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[8-K] Momentus Inc. Reports Material Event

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Momentus Inc. reported that its 2025 Special Meeting of Stockholders, called to order on November 24, 2025, could not proceed because there were not enough shares of common stock present or represented by proxy to reach a quorum. As a result, the company adjourned the meeting and rescheduled it as a Reconvened Special Meeting for December 15, 2025 at 9:00 a.m. Pacific Time, to be held at the same virtual location, www.virtualshareholdermeeting.com/MNTS2025SM2.

Stockholders of record as of October 28, 2025 will still be eligible to participate and vote. Valid proxies already submitted remain effective for the Reconvened Special Meeting unless they are properly changed or revoked before votes are taken, giving stockholders more time to review and act on the proposals described in the company’s definitive proxy statement filed on October 29, 2025.

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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
November 24, 2025
Date of Report (date of earliest event reported)
Momentus Inc.
(Exact name of registrant as specified in its charter)
Delaware
001-39128
84-1905538
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
       
3901 N. First Street
San Jose, California
   
95134
(Address of Principal Executive Offices)
   
(Zip Code)
(650) 564-7820
Registrant’s telephone number, including area code
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 (see General Instruction A.2. below):

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(g) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A common stock
MNTS
The Nasdaq Stock Market LLC
Warrants
MNTSW
The Nasdaq Stock Market LLC
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 8.01             Other Events.

On November 24, 2025, Momentus Inc. (the “Company”) called to order its 2025 Special Meeting of Stockholders (the “Special Meeting”).  At the Special Meeting, there were not present or represented by proxy a sufficient number of shares of the Company’s common stock in order to constitute quorum.  The Company adjourned the Special Meeting until December 15, 2025 at 9:00 a.m. Pacific Time (the “Reconvened Special Meeting”).

The Reconvened Special Meeting will be held at the same virtual meeting location, www.virtualshareholdermeeting.com/MNTS2025SM2.  This will enable the Company’s stockholders of record as of the record date, which was October 28, 2025, additional time to consider and vote on the proposals, and enable the Company’s proxy solicitor, Laurel Hill Advisory Group, LLC, more time to assist the Company with the solicitation of stockholder votes on the proposals.

At the Reconvened Special Meeting, stockholders will be deemed to be present in person and vote at such adjourned meeting in the same manner as disclosed in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on October 29, 2025.  Valid proxies submitted prior to the Special Meeting will continue to be valid for the Reconvened Special Meeting, unless properly changed or revoked prior to votes being taken at the Reconvened Special Meeting.

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.

         
   
By:
 
/s/ Lon Ensler
   
Name:
 
Lon Ensler


Title:
 
Chief Financial Officer
         
Dated:
November 24, 2025
     


FAQ

Why did Momentus Inc. (MNTS) adjourn its 2025 Special Meeting of Stockholders?

The 2025 Special Meeting of Stockholders was adjourned because there were not enough shares of common stock present or represented by proxy to constitute a quorum, which is required to conduct official business.

When will the reconvened Momentus (MNTS) 2025 Special Meeting take place?

The Reconvened Special Meeting is scheduled for December 15, 2025 at 9:00 a.m. Pacific Time and will be held virtually at www.virtualshareholdermeeting.com/MNTS2025SM2.

Who is eligible to vote at the reconvened Momentus Inc. special meeting?

Stockholders of Momentus Inc. who were stockholders of record as of October 28, 2025 are eligible to be present and vote at the Reconvened Special Meeting.

Are previously submitted proxies still valid for the reconvened Momentus (MNTS) meeting?

Yes. Valid proxies submitted before the original Special Meeting will remain valid for the Reconvened Special Meeting, unless they are properly changed or revoked before votes are taken.

Where can Momentus (MNTS) stockholders find details on the proposals for the special meeting?

Details on the proposals are provided in the company’s definitive proxy statement filed on October 29, 2025 with the U.S. Securities and Exchange Commission.

What role does Laurel Hill Advisory Group, LLC play in the Momentus (MNTS) special meeting?

Laurel Hill Advisory Group, LLC is identified as the company’s proxy solicitor, assisting Momentus Inc. with the solicitation of stockholder votes on the proposals for the Reconvened Special Meeting.
Momentus Inc

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