[8-K] Mercury Systems Inc. Reports Material Event

Rhea-AI Filing Summary

Mercury Systems (MRCY) reported that it has issued a press release and an earnings presentation reporting the company's results for the fourth quarter and fiscal year ended June 27, 2025. Those materials are attached to this Current Report as Exhibits 99.1 and 99.2 and are incorporated by reference in the report's exhibit list.

The company discloses use of non-GAAP financial measures including adjusted EBITDA, adjusted income, adjusted EPS, and free cash flow. The filing states these measures exclude certain non-cash and specified charges, are used by management to evaluate performance, and are not intended as substitutes for GAAP results.

Insights

Securities Analyst

TL;DR: This 8-K notifies investors that Mercury released its quarter and fiscal-year materials; the filing itself contains no numeric results.

The report serves primarily as a disclosure that a press release and earnings presentation exist as Exhibits 99.1 and 99.2. It reiterates the company's use of non-GAAP metrics (adjusted EBITDA, adjusted income, adjusted EPS, free cash flow) and cautions they are not substitutes for GAAP. Because the 8-K does not include the actual financial figures, investors must review the attached exhibits for material financial detail.

Corporate Finance / Risk Analyst

TL;DR: The filing emphasizes management's reliance on non-GAAP measures and formally attaches earnings communications; impact is routine pending exhibit details.

From a risk perspective, the filing is procedural: it documents publication of earnings materials and states the company's rationale for presenting adjusted metrics. The explicit disclosure that non-GAAP measures exclude certain charges and are used internally is helpful for transparency, but the materiality to investors depends entirely on the numeric results and reconciliations contained in the referenced exhibits.

False0001049521August 11, 202500010495212025-08-112025-08-11

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): August 11, 2025

Mercury Systems, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Massachusetts

001-41194

04-2741391

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

50 Minuteman Road,

Andover,

Massachusetts

01810

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (978) 256-1300

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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))

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.  ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, par value $0.01			MRCY			Nasdaq Global Select Market

Item 2.02.    Results of Operations and Financial Condition.

On August 11, 2025, Mercury Systems, Inc. (the "Company" or "we") issued a press release and an earnings presentation regarding its financial results for the fourth quarter and fiscal year ended June 27, 2025. The press release and earnings presentation are attached as exhibits 99.1 and 99.2 to this Current Report on Form 8-K and incorporated by reference herein.

Information in Item 2.02 of this Current Report on Form 8-K and the exhibits 99.1 and 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Use of Non-GAAP Financial Measures

In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, the Company provides adjusted EBITDA, adjusted income, adjusted EPS, and free cash flow, which are non-GAAP financial measures. Adjusted EBITDA, adjusted income, and adjusted EPS exclude certain non-cash and other specified charges. The Company believes these non-GAAP financial measures are useful to help investors more completely understand its past financial performance and prospects for the future. However, the presentation of these non-GAAP financial measures is not meant to be considered in isolation or as a substitute for financial information provided in accordance with GAAP. Management believes these non-GAAP financial measures assist in providing a more complete understanding of the Company’s underlying operational results and trends, and management uses these measures along with the corresponding GAAP financial measures to manage the Company’s business, to evaluate its performance compared to prior periods and the marketplace, and to establish operational goals.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit No.			Description
99.1			Press Release dated August 11, 2025
99.2			Earnings Presentation dated August 11, 2025
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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 thereunto duly authorized.  

Dated: August 11, 2025			MERCURY SYSTEMS, INC.
			By: /s/ David E. Farnsworth        David E. Farnsworth        Executive Vice President, Chief Financial Officer

EXHIBIT INDEX

Exhibit No.			Description
99.1			Press Release, dated August 11, 2025 of Mercury Systems, Inc.
99.2			Earnings Presentation, dated August 11, 2025 of Mercury Systems, Inc.