Merlin, Inc. filings document the company’s securities registrations, material-event reports, governance matters, capital structure, and operating disclosures as a public aerospace and defense technology issuer. Registration statements and related disclosures cover common stock, warrants, risk factors, business descriptions, and the company’s autonomous flight software operations.
Merlin’s 8-K filings cover material agreements, shareholder voting matters, SPAC and security-structure disclosures, financing activity, and operating and financial results. Because the company became public through a completed business combination, its filing record also includes disclosure categories tied to SPAC-combination history, public-company governance, and post-combination capital structure.
Merlin, Inc. is registering up to 13,336,000 shares of common stock for secondary resale by a single selling stockholder. The shares consist of 8,000,000 PIPE Shares already issued and up to 5,336,000 Warrant Shares issuable upon exercise of a PIPE Warrant.
This is a resale registration, so Merlin will not receive any proceeds from stockholder sales. It would receive cash only if the PIPE Warrant is exercised for cash, which could total about $26.7 million. The PIPE Warrant currently carries a $6.67 exercise price per share and expires in 2031.
The registered shares equal roughly 13.5% of Merlin’s common stock on a fully assumed basis, and management warns that actual or anticipated sales could increase share-price volatility or pressure the stock. Merlin’s common stock trades on Nasdaq under “MRLN,” and closed at $8.97 on May 5, 2026. The company is an emerging growth and smaller reporting company developing autonomous flight technology.
Merlin, Inc. entered a securities purchase agreement for a private placement of 8 million common shares at $10.00 per share and warrants for 4 million additional shares, raising aggregate gross proceeds of approximately $80 million. Closing is expected on or about May 1, 2026, subject to customary conditions. Management plans to use the cash to advance Merlin’s autonomous flight platform, fund regulatory approval work, increase program capacity, and support existing and new customer contracts. An amended and restated registration rights agreement requires Merlin to file a resale registration statement for the new shares and warrant shares, and the issuance will trigger anti-dilution adjustments to its 12.0% Series A preferred stock and certain existing warrants.
Merlin, Inc. registers up to 66,813,783 shares of Common Stock to be issued by the company and up to 157,700,431 shares of Common Stock for resale by selling securityholders (including up to 736,744 shares of Series A Preferred Stock and 760,232 Series A Warrants).
This prospectus covers primary issuances (conversion of Series A Preferred Stock, exercise of Series A Warrants, advisor and option issuances) and resale registration rights for selling securityholders to sell their Resale Securities from time to time. The company will receive proceeds only from any cash exercise of Series A Warrants; aggregate cash proceeds if all Series A Warrants were exercised for cash were estimated at $253.9 million in the prospectus.
Merlin, Inc. is registering a primary offering of 66,813,783 shares of common stock alongside a secondary resale of 157,700,431 common shares, plus 736,744 Series A Preferred shares and 760,232 Series A Warrants. The primary shares include stock issuable from converting 21,711,872 shares of 12.0% Series A Preferred Stock, exercising Series A Warrants and options, and issuing shares to advisers. The resale shares represent about 65.1% of Merlin’s fully diluted common stock, creating substantial potential selling pressure once lock-ups expire. Merlin receives no proceeds from resales but could raise about $253.9 million if all Series A Warrants are exercised for cash at $12.00 per share; this depends on the stock trading above the exercise price. Merlin reported 2025 revenue of $7.55 million and a net loss of $74.78 million and remains an early-stage, loss-making autonomous flight technology company focused on its Merlin Pilot system.
Merlin, Inc. insider Brunner Mark Rawlins, identified as the company’s Chief Revenue Officer, filed a Form 3 regarding the company’s stock. The filing lists him as an officer but shows no reported buy, sell, or other share transactions.
FR Capital Holdings, L.P., a 10% owner of Merlin, Inc., has filed an initial insider ownership report. The filing shows indirect holdings of common stock, plus positions in 12.0% Series A Cumulative Convertible Preferred Stock and common stock purchase warrants. The preferred stock is convertible at any time into common shares at a price of $12.00 per share, and the warrants are exercisable at $12.00 per share with expirations in 2031. The securities are directly held by affiliated investment funds, and FR Capital may be deemed to beneficially own them through its investment management role while disclaiming beneficial ownership beyond its economic interest.
Merlin, Inc. Schedule 13G filing reports beneficial ownership by SnowPoint-related entities and two managers. The filing shows 84,262,893 shares outstanding as of March 16, 2026 and treats convertible Preferred Stock and exercisable Warrants exercisable within 60 days as share equivalents.
SnowPoint Ventures holds an aggregate of 1,980,701 shares (including convertible/exercisable instruments, 2.3%); SnowPoint Growth I.II holds 6,272,239 shares (7.3%); SnowPoint Ventures GP and managers Alexander Creasey and Douglas Philippone are reported as having shared voting and dispositive power over 8,252,940 shares (9.6%). The Reporting Persons disclaim status as a group.
Merlin, Inc. files an amendment to its Schedule 13D to update beneficial ownership disclosures for Bleichroeder Sponsor 1 LLC, Andrew Gundlach, and Michel Combes, showing 8,800,833 shares equal to 10.4% of common stock.
The amendment explains the post‑business combination share conversions: each former Class B and Class A ordinary share converted one‑for‑one into common stock, and the Sponsor's 425,000 rights converted into 42,500 shares. The filing states Mr. Gundlach resigned as Executive Chairman and the Reporting Persons no longer have board representation.
Merlin, Inc. ownership disclosure: FR Capital Holdings, L.P., as investment manager, reports beneficial ownership of 12,302,060 shares of Merlin common stock, representing approximately 14.55% of the outstanding shares as of March 16, 2026.
The total comprises holdings by First Round Capital VI, L.P. (6,865,338 shares) and First Round Capital VIII-F, L.P. (5,436,722 shares). The filing states the outstanding share base was 84,262,885 shares as of that date. The disclosure is a joint Schedule 13G reporting passive beneficial ownership by related investment vehicles.