Mercury Sys Inc SEC Filings

Form 144 filing by an insider of Mercury Systems, Inc. (MRCY) reports a proposed sale of 363 shares of common stock held at Fidelity Brokerage Services with an aggregate market value of $24,145.42, representing part of 59,915,670 shares outstanding. The shares were acquired on 08/15/2025 through restricted stock vesting and the purchase/payment is recorded as compensation. The approximate sale date listed is 08/18/2025 on NASDAQ. The filer states there were no other securities sold in the past three months and certifies no undisclosed material adverse information.

Mercury Systems (MRCY) Form 144 notifies the proposed sale of 1,681 common shares (approximate aggregate market value $111,813.90) through Fidelity Brokerage Services on 08/18/2025 on NASDAQ. The shares were acquired on 08/15/2025 upon restricted stock vesting and payment was for compensation. The filer previously sold 1,839 shares on 06/16/2025 for gross proceeds of $98,344.57. The filing includes the standard representation that the seller is not aware of undisclosed material adverse information about the issuer.

Form 144 filing for Mercury Systems, Inc. (MRCY) reports a proposed sale of 10,395 common shares on 08/18/2025 on NASDAQ with an aggregate market value of $691,436.94. The shares were acquired three days earlier on 08/15/2025 through restricted stock vesting from the issuer as compensation. The filer reports no other securities sold in the past three months and attests they are not aware of undisclosed material adverse information.

Mercury Systems, Inc. (MRCY) filed a Form 144 notifying the proposed sale of 1,182 common shares held by an insider through Fidelity Brokerage Services LLC. The shares have an aggregate market value of $78,622.27 based on the filing and represent a small fraction of the 59,915,670 shares outstanding. The securities were acquired on 08/15/2025 via restricted stock vesting and the filing lists the approximate sale date as 08/18/2025 on the NASDAQ. The filing states payment was for compensation and reports no other sales in the past three months.

JANA Partners Management, LP amended its Schedule 13D for Mercury Systems Inc. (MRCY) to report beneficial ownership of 5,964,313 shares, equal to approximately 10.0% of the 59,915,670 shares outstanding as of July 31, 2025. The reported stake includes 4,832 deferred stock units (DSUs) granted to a director, which vest on the earlier of the first anniversary of the grant and the next annual meeting and convert to shares only when the director leaves the board; those DSUs have been assigned to JANA so settlement on vesting will be made to the Reporting Person.

The filing states JANA has sole voting and dispositive power over the reported shares and that recent transactions in the past 60 days were effected in the open market through various brokers; no other person is known to have rights to dividends or sale proceeds from these shares. This Amendment No. 2 updates Items 5 and 6 of the prior Schedule 13D.

JANA Partners Management, LP reported on Form 4 that it disposed of 797,000 shares of Mercury Systems Inc. (MRCY) on 08/13/2025 at a reported price of $65.42 per share. After the sale, JANA beneficially owned 5,964,313 shares, held indirectly through funds and accounts it manages. The filing states the transactions were made to rebalance holdings across JANA-managed funds and accounts. The report notes that JANA is a private money management firm and explains the general partner and founder relationships, and it clarifies that any director status is by deputization because a JANA managing partner, Scott Ostfeld, serves on the issuer’s board.

Key facts: sale of 797,000 shares at $65.42; post-transaction indirect beneficial ownership 5,964,313 shares; purpose cited as portfolio rebalancing.

Mercury Systems, Inc. is a technology company supplying mission-critical processing for aerospace and defense. For fiscal 2025 the company reported consolidated revenue of $912.0 million, a net loss of $(37.9) million (diluted loss per share $(0.65)), an adjusted EPS of $0.64 and adjusted EBITDA of $119.4 million. Revenues rose from $835.3 million in fiscal 2024 to $912.0 million in fiscal 2025 while adjusted EBITDA improved markedly from $9.4 million to $119.4 million.

Mercury emphasizes its Mercury Processing Platform spanning RF front end to human-machine interface, sells to primes, the U.S. government and OEMs, and reports strong design wins, a backlog of approximately $1.4 billion (with $807.8 million expected in the next 12 months), and domestic manufacturing investments including an advanced microelectronics center in Phoenix. The company spent $67.6 million on R&D in FY2025 and employed 2,162 people total with 579 in R&D.

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.

William Blair Investment Management, LLC filed Amendment No. 8 to Schedule 13G disclosing its beneficial ownership of Mercury Systems, Inc. (MRCY) common stock as of 30 June 2025.

• Owns 4,695,683 shares, equal to 7.9 % of the outstanding class.
• Holds sole voting power over 4,375,808 shares and sole dispositive power over the full 4,695,683 shares; no shared authority reported.
• Filed under Rule 13d-1(b) as a registered investment adviser (IA) organized in Delaware.
• Certification states the position is held in the ordinary course of business and not to influence control of the issuer.

The filing confirms a sizable institutional stake but does not provide financial performance data or signal strategic changes at Mercury Systems.