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Mobix Labs, Inc. filings document the public-company disclosures of a fabless semiconductor and connectivity company serving defense, aerospace, telecommunications and other high-reliability markets. Registration statements and prospectus materials cover Class A common stock offerings, resale registration matters and financial disclosures tied to its capital needs.
Material-event reports cover securities purchase agreements, a senior secured convertible promissory note, registration rights, the completed reverse stock split of Class A and Class B common stock, and related adjustments to equity plans and outstanding securities. Proxy and annual meeting filings describe director elections, stockholder voting matters, bylaw amendments, quorum requirements and other governance provisions.
Mobix Labs, Inc. reported sharply weaker results for the nine months ended June 30, 2026. Total net revenue was $3.63 million, down from $8.03 million a year earlier, with quarterly revenue for the June 2026 quarter falling to $0.79 million from $2.35 million. Gross profit for the nine-month period declined to $0.87 million from $4.06 million.
The company recorded a net loss of $32.77 million for the nine months, compared with a $30.40 million loss in the prior-year period, and used $14.72 million of cash in operating activities. Cash on hand was only $2.14 million as of June 30, 2026, with an accumulated deficit of $183.36 million. Management states there is substantial doubt about the company’s ability to continue as a going concern without additional financing.
To fund operations, Mobix raised capital through equity and complex financings, including a $4.00 million Leviston senior secured convertible note (later converted into 2.5 million shares), additional Leviston convertible notes measured at fair value, and the issuance of 2,000 shares of Series A 10% Convertible Preferred Stock with a $1,200 per-share stated value and associated warrants. These instruments, along with prior debt and payable settlements in shares, create meaningful potential dilution relative to the 15.0 million Class A and 200,491 Class B shares outstanding.
Mobix Labs, Inc. notified that it will file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 after the deadline, using the allowed extension period, due to financing transactions executed late in the quarter and turnover in its accounting department. The company needs more time to complete its financial statements and evaluate disclosure controls and procedures.
Preliminary results for the quarter indicate net revenues of about $0.8 million versus $2.4 million a year earlier, loss from operations of about $7.4 million versus $8.1 million, and net loss of about $16.8 million versus $8.3 million. Management states that the financial statements will continue to reflect substantial doubt about the company’s ability to continue as a going concern for the next twelve months, and the figures remain subject to change.
Mobix Labs, Inc. reported preliminary revenue expectations and outlined a new strategic acquisition aligned with its U.S. national-security focus. For the third quarter of 2026, the company expects revenue of $750k–$850k, and currently anticipates fiscal fourth-quarter 2026 revenue of $1.4–$1.8 million, with final results to be provided in its upcoming quarterly report. In parallel, Mobix signed a definitive agreement to acquire Special Project Delivery, Inc. (SPD), a U.S. infrastructure platform focused on rare earth elements, critical minerals, energy and water resilience, via an all-stock transaction with consideration not to exceed 4.8 million shares of Mobix common stock. The transaction is expected to close before the end of 2026, subject to Mobix stockholder approval and customary conditions. Management frames SPD as a cornerstone of Mobix’s National Security Matters initiative, adding upstream resource and infrastructure capabilities to its defense, aerospace and autonomous-systems technologies, while cautioning that the resource potential of the acquired property has not been independently quantified and highlighting ongoing risks around capital needs and going-concern status.
Mobix Labs, Inc. entered into an Agreement and Plan of Merger on July 24, 2026 to acquire Vision Aerial, Inc. using two wholly owned subsidiaries, Mobix Merger Sub X, Inc. and Mobix Merger Sub XI, LLC. Merger Sub X will merge with and into Vision Aerial, which will briefly become a wholly owned subsidiary, followed by a second merger in which the surviving corporation will merge with and into Merger Sub XI, which will be the final surviving entity.
Shareholders of Vision Aerial are to receive a combination of Class A common stock valued at $12 million, calculated by dividing that amount by a Rollover Share Price based on the 20‑day volume‑weighted average price, plus $3,000,000 in cash, subject to purchase price adjustments and indemnification holdbacks. The Rollover Share Price is bounded between $2.00 and $3.00 per share, adjusted for stock splits and similar events, and the parties intend the mergers to qualify as a reorganization under Section 368(a) of the Internal Revenue Code.
Closing is subject to customary conditions, including completion of Mobix Labs’ due diligence and approval by the stockholders of both Mobix Labs and Vision Aerial, and the agreement includes specified termination rights, with a termination fee payable by Vision Aerial in certain cases. The stock consideration to be issued will be an unregistered offering relying on the private‑offering exemption in Section 4(a)(2) of the Securities Act.
Mobix Labs, Inc. director and Chief Executive Officer Philip Sansone reported selling 9,301 shares of Class A common stock on July 16, 2026 at a weighted average price of $1.8669 per share, leaving 166,130 shares held directly. The sale was made under an irrevocable “sell to cover” election solely to satisfy tax withholding from restricted stock units vesting that day and is described as non-discretionary.
Mobix Labs, Inc. is registering the resale by existing holders of up to 3,744,161 shares of Class A Common Stock, including 2,000,000 shares tied to Series A 10% Convertible Preferred Stock and a Preferred Stock Purchase Warrant, 1,207,942 shares issued to lenders in debt settlements, 71,267 litigation settlement shares, and 464,952 RaGE Systems earnout shares. The company is not selling shares itself and will receive no proceeds from these resales, though it may receive up to $6,000,000 if the Preferred Warrant is exercised, for working capital and general corporate purposes.
As of June 8, 2026, 14,998,187 Class A and 200,491 Class B shares were outstanding, and the Offered Securities would represent about 25% of Class A shares. The prospectus warns that resale of these shares, together with other registered resale securities, could significantly depress the trading price; the stock last closed at $1.97 on July 16, 2026. Mobix highlights substantial risks, including recurring operating losses, an accumulated deficit of $166.6 million, substantial doubt about its ability to continue as a going concern, expected future capital raises (which may be dilutive), reliance on a limited number of customers, material weaknesses in internal controls, and the possibility of Nasdaq delisting if listing standards are not maintained.
The company is an emerging growth company and smaller reporting company, using reduced disclosure and internal control requirements, and recently effected a 1-for-10 reverse stock split to regain Nasdaq bid-price compliance. Recent financing and strategic actions include preferred stock and warrant financing with Kips Bay Select, LP, convertible notes with Leviston Resources, LLC (partly converted into equity and partly outstanding), share-for-debt settlements, earnout structures tied to acquisitions of EMI Solutions and RaGE Systems, and non-binding letters of intent for additional acquisitions, all of which may lead to further share issuance and dilution if completed.
A Form 144 notice for Mobix Labs reports that Philip Sansone plans to sell 25,000 shares of common stock. These shares are scheduled to be acquired through RSU vesting on 07/16/2026 and may be sold beginning 07/17/2026 through J.P. Morgan Securities LLC on NASDAQ.
The notice also lists a prior sale of common stock on 05/01/2026 involving 9,541 shares within the past three months.
Mobix Labs, Inc. is registering up to 3,744,161 shares of Class A Common Stock for resale by existing stockholders. The shares include stock issued on debt settlements, litigation settlement and RaGE Systems earnout, plus shares issuable from new Series A 10% Convertible Preferred Stock and a related warrant. Mobix will not receive proceeds from these resales but may receive up to $6,000,000 if the Preferred Warrant is exercised, for working capital and general corporate purposes.
As of June 8, 2026, 14,998,187 Class A and 200,491 Class B shares were outstanding, and the offered shares would equal about 25% of Class A. The company reports large operating losses, substantial doubt about its ability to continue as a going concern, plans for further dilutive financings and multiple acquisition initiatives, all detailed in extensive risk factors.
MOBIX LABS, INC director Bill Carpou reported an equity compensation grant and his outstanding option holdings. He received 13,660 shares of Class A Common Stock on June 30, 2026 at a price of $0.00 per share, classified as a grant or award, bringing his direct holdings to 67,282 shares after the transaction. Footnotes state these Restricted Stock Units were granted on June 30, 2026 and vested on July 1, 2026, meaning they became fully earned one day after grant.
The filing also lists two fully vested stock option positions. One option covers 13,341 underlying Class A Common shares at an exercise price of $68.40 per share, expiring on April 4, 2032. Another option covers 2,000 underlying shares at an exercise price of $41.80, expiring on August 10, 2030. No open-market buys or sells were reported; the activity reflects compensation and existing derivative holdings.