Momentus Inc. reporting persons led by Davidson Kempner disclose beneficial ownership of 1,200,000 shares of Class A Common Stock, equal to 8.90% of the class based on 13,489,553 shares outstanding used in the calculation. The filing attributes shared voting and dispositive power of those shares to the listed Davidson Kempner entities and to Anthony A. Yoseloff.
The outstanding-share base is the sum of 10,547,553 shares outstanding as of May 21, 2026 reported on the Form S-3 and 2,942,000 shares issued in a private placement entered into on May 27, 2026. The reporting persons list their principal business office as c/o Davidson Kempner Capital Management LP, 9 West 57th Street, New York, NY.
Positive
None.
Negative
None.
Insights
Davidson Kempner discloses a substantial passive stake: 1.20M shares (8.90%)
The filing shows that Davidson Kempner entities and Anthony A. Yoseloff share voting and dispositive power over 1,200,000 shares of Class A Common Stock, representing 8.90% of the class using the issuer's stated 13,489,553-share base.
Holdings are presented as shared authority across named partnerships and management entities; cash-flow treatment or sale intentions are not stated in the excerpt. Subsequent filings would show any changes to voting or disposition status.
Key Figures
Beneficial ownership:1,200,000 sharesPercent of class:8.90%Shares outstanding (basis):13,489,553 shares+3 more
6 metrics
Beneficial ownership1,200,000 sharesreported holding by Davidson Kempner entities
Percent of class8.90%percent of Class A based on filing's share base
Shares outstanding (basis)13,489,553 sharessum of amounts used to calculate percentages
Shares outstanding (Form S-3)10,547,553 sharesas of <date>May 21, 2026</date> per Form S-3
Private placement shares2,942,000 sharesissued in a private placement entered into on <date>May 27, 2026</date>
Shared voting power (example)1,200,000 sharesshared voting/dispositive power reported for certain filing rows
Key Terms
Beneficially owned, Shared Voting Power, Registration Statement on Form S-3, Private placement
4 terms
Beneficially ownedregulatory
"The information required by Item 4(a) is set forth in Row 9 of the cover page"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Shared Voting Powerregulatory
"Shared Voting Power 1,200,000.00 (cover page rows)"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
Registration Statement on Form S-3regulatory
"as reported on the Company's Registration Statement on Form S-3"
A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.
Private placementmarket
"2,942,000 shares of Class A Common Stock issued in the private placement"
A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Momentus Inc.
(Name of Issuer)
Class A Common Stock, par value $0.00001 per share
(Title of Class of Securities)
60879E408
(CUSIP Number)
05/20/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
60879E408
1
Names of Reporting Persons
M.H. Davidson & Co.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
22,680.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
22,680.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
22,680.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.17 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
60879E408
1
Names of Reporting Persons
Davidson Kempner Arbitrage, Equities & Relative Value LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,177,320.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,177,320.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,177,320.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.73 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
60879E408
1
Names of Reporting Persons
Davidson Kempner Capital Management LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,200,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,200,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,200,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.90 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
60879E408
1
Names of Reporting Persons
Anthony A. Yoseloff
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,200,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,200,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,200,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.90 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Momentus Inc.
(b)
Address of issuer's principal executive offices:
1762 Automation Parkway, San Jose, California 95131
Item 2.
(a)
Name of person filing:
This Statement is filed by each of the entities and persons listed below, all of whom together are referred to herein as the "Reporting Persons:
(i) M.H. Davidson & Co., a New York limited partnership ("CO"). M.H. Davidson & Co. GP, L.L.C., a Delaware limited liability company ("CO GP"), is the general partner of CO and Davidson Kempner Liquid GP Topco LLC, a Delaware limited liability company, is the managing member of CO GP. DKCM (as defined below) is responsible for the voting and investment decisions of CO;
(ii) Davidson Kempner Arbitrage, Equities and Relative Value LP, a Cayman Islands exempted limited partnership ("DKAERV"). Davidson Kempner Multi-Strategy GP II LLC, a Delaware limited liability company ("DKAERV GP"), is the general partner of DKAERV and Davidson Kempner Liquid GP Topco LLC, a Delaware limited liability company, is the managing member of DKAERV GP. DKCM is responsible for the voting and investment decisions of DKAERV;
(iii) Davidson Kempner Capital Management LP, a Delaware limited partnership and a registered investment adviser with the U.S. Securities and Exchange Commission, acts as investment manager to each of CO and DKAERV ("DKCM"). DKCM GP LLC, a Delaware limited liability company, is the general partner of DKCM. The managing members of DKCM are Anthony A. Yoseloff, Conor Bastable, Morgan P. Blackwell, Patrick W. Dennis, Gabriel T. Schwartz, Zachary Z. Altschuler, Joshua D. Morris, Suzanne K. Gibbons, Gregory S. Feldman, Melanie Levine and James Li; and
(iv) Anthony A. Yoseloff, through DKCM, is responsible for the voting and investment decisions relating to the Class A common stock, par value $0.00001 per share ("Class A Common Stock"), of Momentus Inc. (the "Company") that were held by CO and DKAERV.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is c/o Davidson Kempner Capital Management LP, 9 West 57th Street, 29th Floor, New York, NY 10019.
(c)
Citizenship:
(i) CO - a New York limited partnership
(ii) DKAERV - a Cayman Islands exempted limited partnership
(iii) DKCM - a Delaware limited partnership
(iv) Anthony A. Yoseloff - United States
(d)
Title of class of securities:
Class A Common Stock, par value $0.00001 per share
(e)
CUSIP Number(s):
60879E408
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentages set forth in this Schedule 13G are calculated based upon an aggregate of 13,489,553 shares of Class A Common Stock outstanding, which is the sum of (i) 10,547,553 shares of Class A Common Stock outstanding as of May 21, 2026, as reported on the Company's Registration Statement on Form S-3, filed with the Securities and Exchange Commission on May 26, 2026; and (ii) 2,942,000 shares of Class A Common Stock issued in the private placement entered into on May 27, 2026, as described on the Company's Investor Relations' website.
(b)
Percent of class:
8.90%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
M.H. Davidson & Co.
Signature:
/s/ Anthony A. Yoseloff
Name/Title:
Anthony A. Yoseloff, Executive Managing Member of Davidson Kempner Liquid GP Topco LLC, Managing Member of CO GP, General Partner of CO
Date:
05/28/2026
Davidson Kempner Arbitrage, Equities & Relative Value LP
Signature:
/s/ Anthony A. Yoseloff
Name/Title:
Anthony A. Yoseloff, Executive Managing Member of Davidson Kempner Liquid GP Topco LLC, Managing Member of DKAERV GP, General Partner of DKAERV
How many shares of MNTS does Davidson Kempner report owning?
They report beneficial ownership of 1,200,000 shares of Class A Common Stock, representing 8.90% of the class based on the filing's 13,489,553 share base.
What share-count basis does the MNTS filing use to calculate percentages?
The percentage is calculated on 13,489,553 shares outstanding, the sum of 10,547,553 shares as of May 21, 2026 and 2,942,000 shares issued in a private placement on May 27, 2026.
Who is listed as responsible for voting and investment decisions for the MNTS holdings?
Davidson Kempner Capital Management LP and Anthony A. Yoseloff are identified as responsible for voting and investment decisions for the shares held by the listed Davidson Kempner entities.
Does the MNTS filing state whether holdings are sole or shared voting power?
The cover rows show shared voting and dispositive power for the listed holdings (for example, 1,200,000 shared voting power for Anthony A. Yoseloff and Davidson Kempner Capital Management LP).
What address is given for the reporting persons in the MNTS Schedule 13G?
The principal business office for the reporting persons is c/o Davidson Kempner Capital Management LP, 9 West 57th Street, 29th Floor, New York, NY 10019.
