Welcome to our dedicated page for Momentus SEC filings (Ticker: MNTS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Momentus Inc. filings document the regulatory record of a Nasdaq-listed commercial space company with Class A common stock under MNTS and warrants under MNTSW. Its 8-K disclosures cover shareholder letters, Regulation FD communications, preliminary operating updates, Vigoride mission press releases, material agreements, private placements, pre-funded warrants, convertible notes, warrant amendments, and debt-conversion matters.
Momentus proxy statements document stockholder voting matters tied to board elections, auditor ratification, equity incentive plan amendments, advisory executive-compensation votes, and Nasdaq share-issuance approvals. The filing record also describes capital-structure changes, securities purchase agreements, warrant and convertible-debt mechanics, governance proposals, and formal event reporting connected to the company’s satellite technology, in-space transportation, and orbital-service business.
The company is updating its at-the-market offering program to permit sales of up to $4,177,347 of common stock under its existing sales agreement with A.G.P./Alliance Global Partners. This amount reflects the remaining capacity it can sell under Form S-3 General Instruction I.B.6 limits.
The public float used for these limits was $64,868,408, based on 3,842,710 non-affiliate shares at $16.88 per share. The company has already sold $17,445,455 of common stock under these rules in the past twelve months and may file future supplements if its public float increases.
Momentus Inc. is registering up to 1,903,871 shares of common stock for resale by existing holders. The shares come mainly from warrants issued in an early‑January 2026 private placement and from stock issued to settle vendor debt.
The company will not sell shares or receive proceeds from these resale transactions, though it has recently raised capital through multiple financings, warrant inducements and an at‑the‑market program. Momentus reports large accumulated deficits, continuing losses, very limited cash, and states there is substantial doubt about its ability to continue as a going concern without significant additional capital.
The filing also details prior Nasdaq listing compliance issues, reverse stock splits to maintain the minimum bid price, and numerous convertible notes and warrant structures that can be converted into common stock subject to ownership caps and stockholder‑approval thresholds, highlighting ongoing reliance on equity-linked financing.
Momentus Inc. is updating its special stockholder meeting to add a new financing-related proposal and revise several others. The virtual meeting will now be held on February 6, 2026. Stockholders are being asked to approve multiple issuances of Class A common stock tied to convertible notes, an equity line of credit, pre-funded and inducement warrants, and a 10 million share increase in authorized Class A common stock from 250,000,000 to 260,000,000 shares.
The company recently completed a 1-for-17.85 reverse stock split and entered into several warrant inducement and private placement deals that brought in cash but require Nasdaq Rule 5635(d) stockholder approval before related warrants can be exercised. These include up to 418,466 shares under October 2025 inducement warrants, 408,577 shares under December 2025 inducement warrants, and 925,926 shares under January 2026 warrants, each at an amended or stated exercise price of $5.40 per share where applicable.
The company notes that exercising these warrants for cash could provide approximately $16.4 million in additional gross proceeds across the inducement and January 2026 warrants, supporting its business plan, but would dilute existing holders and could pressure the stock price as more shares become eligible for resale. If stockholders do not approve key proposals, Momentus may need to call repeated meetings and seek alternative financing, which it states could affect its ability to continue as a going concern and increase transaction costs.
Momentus Inc. reported that it has exchanged an existing unsecured convertible promissory note held by A.G.P./Alliance Global Partners for a new note on substantially the same terms, keeping the aggregate principal amount at $500,000. The original note, issued on June 30, 2025, was convertible into shares of Class A common stock at a price of $29.8095 per share after a 1‑for‑17.85 reverse stock split on December 17, 2025.
Under the new exchange note dated January 9, 2026, the conversion price has been reset to $10.00 per share of common stock, which means more shares could be issued if the note is converted. The exchange was conducted under the Securities Act exemption in Section 3(a)(9), and the company has filed the new unsecured convertible promissory note as an exhibit.
Momentus Inc. is updating its 2026 Special Meeting agenda and seeking stockholder approval for several capital-related actions tied to outstanding warrants and financing arrangements. A new Proposal 7 asks approval, under Nasdaq rules, to issue up to 925,926 shares of Class A common stock upon exercise of January 2026 Warrants from a recent $5 million private placement. Proposals 3 and 5 seek approval to issue up to 418,466 and 408,577 shares, respectively, upon exercise of October and December 2025 inducement warrants, whose exercise prices were reduced to $5.40 per share after a 1-for-17.85 reverse stock split.
The meeting will also consider increasing authorized Class A shares from 250,000,000 to 260,000,000, approving share issuances tied to a convertible notes and warrants deal and an equity line of credit, and authorizing adjournments if votes are insufficient. The company explains that warrant exercises have already provided significant capital and that its ability to continue as a going concern depends on maximizing capital-raising opportunities, while warning that full warrant exercise would dilute existing holders and could pressure the stock price.
Momentus Inc. entered into a Securities Purchase Agreement for a private placement of pre-funded and common stock warrants, raising approximately $5 million in gross proceeds. The company issued Pre-Funded Warrants and Common Warrants to purchase 925,926 shares each of Class A common stock, with the pre-funded instruments carrying a de minimis exercise price of $0.00001 per share and the Common Warrants priced at $5.40 per share and expiring five years after stockholder approval. Net proceeds are intended for general corporate purposes, including possible debt repayment, capital spending and working capital.
The warrants include a 4.99% beneficial ownership cap and are supported by a Registration Rights Agreement that requires Momentus to file and have declared effective a resale registration statement within specified deadlines, with 1.5% monthly cash liquidated damages if certain resale-blocking events occur. For placement services, Momentus paid a 7.0% cash fee on gross proceeds and issued the placement agent warrants to purchase 46,296 shares at $5.94 per share.
Momentus Inc. approved a 1-for-17.85 reverse stock split of its Class A common stock to help satisfy Nasdaq’s $1.00 minimum bid price requirement for continued listing. The split will be effective as of 5:00 p.m. Eastern Time on December 17, 2025, with MNTS shares beginning to trade on a split-adjusted basis on December 18, 2025.
Each stockholder’s shares will be automatically consolidated so that every 17.85 pre-split shares become one post-split share, with fractional amounts rounded up to a whole share. As of December 1, 2025, 24,939,640 shares of common stock were outstanding; after the split, this will be approximately 1,397,179 shares, while ownership percentages and voting power remain virtually unchanged. All outstanding options, warrants, convertible securities and equity plan awards will be adjusted proportionally, and the company also disclosed it has cancelled its 2025 Special Meeting of Stockholders due to lack of quorum.
MNTS may offer and sell up to $8,031,113.04 of its Class A common stock through an existing at-the-market program with A.G.P./Alliance Global Partners. This prospectus supplement updates earlier at-the-market materials under Form S-3 to reflect current limits in General Instruction I.B.6, which cap public primary offerings at one-third of the company's public float while it remains below $75.0 million.
The public float is stated as $52,336,366.02, based on 30,606,062 shares of common stock held by non-affiliates at a price of $1.71 per share as of October 14, 2025. The company has already sold $9,414,342.30 of common stock under these rules in the past twelve months, and this supplement covers the remaining capacity. MNTS common stock trades on Nasdaq under the symbol "MNTS," with a last reported sale price of $0.9457 per share on December 11, 2025.
Momentus Inc. entered a warrant inducement agreement with a holder on December 9, 2025. The holder agreed to exercise existing warrants for 4,862,058 shares of common stock at an exercise price of $0.77 per share, reduced from $1.11, providing Momentus with approximately $3.74 million in gross proceeds before fees.
In return, Momentus will issue new inducement warrants to purchase up to 7,293,087 shares at $0.77, exercisable after required stockholder approval and expiring five years after that approval date. The company also agreed, subject to stockholder approval, to lower the exercise price of other existing warrants for up to 7,469,607 shares from $1.43 to $0.77. Momentus engaged A.G.P./Alliance Global Partners as financial advisor, will pay related fees, and expects to use net proceeds for general corporate purposes.