Matt Muta joins Palladyne AI (PDYN) as President of Commercial and Industrial

Rhea-AI Filing Summary

Palladyne AI Corp. is reshaping its leadership by appointing long-time board member Matt Muta as President, Commercial and Industrial, effective March 2, 2026. He will lead commercial operations, including sales, partnerships, go-to-market strategy, and revenue initiatives focused on the Palladyne IQ embodied AI platform.

Muta will resign from the board of directors when his executive role begins, and his resignation is stated not to stem from any disagreement over operations, policies, or practices. The company describes this move as a shift toward stronger commercial execution and enterprise adoption of its poly-functional robotics and autonomy solutions.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

0001826681false00018266812026-02-132026-02-130001826681us-gaap:CommonStockMember2026-02-132026-02-130001826681pdyn:RedeemableWarrantMember2026-02-132026-02-13

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): February 13, 2026

Palladyne AI Corp.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-39897	85-2838301
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
650 South 500 West, Suite 150
Salt Lake City, Utah				84101
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 927-7296

(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:

☐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))

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 $0.0001 per share		PDYN		The Nasdaq Stock Market LLC
Redeemable warrants, exercisable for shares of Common Stock at an exercise price of $69.00 per share		PDYNW		The Nasdaq Stock Market LLC

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. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 18, 2026, Palladyne AI Corp. (the "Company") announced the appointment of Mr. Matthew Muta as President, Commercial and Industrial, beginning March 2, 2026. In connection with Mr. Muta's appointment, on February 13, 2026, Mr. Muta announced his intention to resign from the board of directors (the "Board") of the Company upon commencement of employment on March 2, 2026. On February 17, 2026, Mr. Muta delivered his resignation letter to such effect. Mr. Muta’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Item 7.01 Regulation FD Disclosure.

On February 18, 2026, the Company issued a press release announcing the appointment of Mr. Muta as the Company’s President, Commercial and Industrial, beginning March 2, 2026. A copy of the press release announcing such appointment is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The Company announces material information to the public through a variety of means, including filings with the Securities and Exchange Commission, public conference calls, the Company’s website (https://www.palladyneai.com/), its investor relations website (https://investor.palladyneai.com/), and its news site (https://www.palladyneai.com/press/). The Company uses these channels, as well as its social media, including its X (@PalladyneAI) and LinkedIn accounts (https://www.linkedin.com/company/palladyneaicorp/), to communicate with investors and the public news and developments about the Company, its products and other matters. Therefore, the Company encourages investors, the media, and others interested in the Company to review the information it makes public in these locations, as such information could be deemed to be material information. The information that can be accessed through hyperlinks or website addresses included in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is deemed not to be incorporated in or part of this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release dated February 18, 2026
104	Cover Page Interactive Data File (formatted as Inline XBRL)

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 hereunto duly authorized.

			Palladyne AI Corp.
Dated:	February 18, 2026	By:	/s/ Stephen Sonne
		Name: Title:	Stephen Sonne Chief Legal Officer & Secretary

Exhibit 99.1

PALLADYNE AI ACCELERATES COMMERCIAL PUSH WITH APPOINTMENT OF MATT MUTA AS PRESIDENT OF COMMERCIAL BUSINESS

Palladyne AI’s Commercial Business Targets Enterprise Adoption of Poly-functional Robotics Platform following the launch of Palladyne IQ 2.0

SALT LAKE CITY – February 18, 2026 – Palladyne AI Corp. (NASDAQ: PDYN and PDYNW) (“Palladyne AI”), a U.S.-based defense and industrial technology company delivering embodied artificial intelligence software and autonomy solutions, today announced that long-time board member Matt Muta will transition from the Company’s Board of Directors to join Palladyne AI as President, Commercial and Industrial, effective March 2, 2026.

Mr. Muta’s appointment signals Palladyne AI’s increasing focus on commercial execution as the Company accelerates deployment of Palladyne IQ, its embodied AI software platform designed to enable poly-functional robots—robots capable of performing multiple tasks across dynamic, real-world industrial environments. In his new role, Mr. Muta will lead commercial business operations, including sales, partnerships, go-to-market strategy, and revenue growth initiatives.

"This appointment reflects our commitment to commercial discipline and revenue execution," said Ben Wolff, President and Chief Executive Officer of Palladyne AI. "Since joining the Company’s Board of Directors in 2021, Matt has been an invaluable source of insight into the needs of industrial businesses, and his advice has been instrumental in shaping the Company’s go-to-market strategies. His transition into an operating role provides immediate continuity and sharper execution focus as Palladyne AI seeks scaled adoption by commercial customers."

Mr. Muta brings extensive experience commercializing complex technology platforms within some of the world’s largest and most operationally demanding enterprises. He has held senior roles at Microsoft, Delta Air Lines, and UnitedHealth Group, where he worked at the intersection of advanced software platforms, large-scale operations, and revenue-generating commercial models.

Across these organizations, Mr. Muta developed deep expertise in enterprise software adoption, platform go-to-market strategy, strategic partnerships, and navigating long-cycle, high-value customer deployments in regulated and mission-critical environments. This experience directly aligns with Palladyne AI’s target customers as they seek to deploy poly-functional robotic systems powered by embodied AI, rather than single-purpose automation solutions.

“I believe Palladyne AI is at an inflection point,” said Matt Muta. "Palladyne IQ will fundamentally change how industrial operators think about automation, from single-task robots, to adaptive, poly-functional systems. My focus is translating that technological advantage into durable, repeatable revenue by building a scalable commercial engine and driving enterprise adoption."

As part of this transition, Mr. Muta is stepping down from Palladyne AI’s Board of Directors to assume his executive responsibilities. This change is expected to strengthen alignment between strategy, accountability, and execution as Palladyne AI accelerates commercialization.

###

About Palladyne AI

Palladyne AI is a U.S.-based technology company developing patented embodied artificial intelligence, collaborative autonomy solutions, advanced avionics, autonomous systems,

Exhibit 99.1

advanced UAV engineering services, and precision-manufactured components for defense and industrial markets. Palladyne AI delivers secure, American-developed and operated platforms designed to meet the stringent requirements of U.S. government and public-sector customers, including data sovereignty, security, and compliance.

Palladyne AI’s embodied AI is designed to operate in complex, contested, and high-risk environments, enabling distributed tasking, human-on-the-loop decision-making, degraded-communications resilience, and multi-domain coordination. Its platform-agnostic autonomy stack combines real-time sensor fusion, adaptive AI models, and edge-native orchestration—without vendor lock-in—to support autonomous and collaborative systems across air, ground, maritime, and industrial domains where performance, resilience, and trust are paramount. For more information about Palladyne AI, including GuideTech and Palladyne Defense, please visit www.palladyneai.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the capabilities or future capabilities of Palladyne AI’s technology and related products; Mr. Muta’s joining the Company’s executive team and expected duties; the benefits of its AI software and other products and the markets for its products and services; and the impact Palladyne IQ will have on industrial automation; intended future target customers; the extent of interoperability with disparate platforms; and ability to scale production at expected costs. Forward-looking statements are inherently subject to risks, uncertainties, and assumptions. Generally, statements that are not historical facts, including statements concerning possible or assumed future actions, business strategies, events, or results of operations, are forward-looking statements. These statements may be preceded by, followed by, or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “scheduled,” “anticipates,” “intends” or “continue” or similar expressions. Such forward-looking statements involve risks and uncertainties that may cause actual events, results, or performance to differ materially from those indicated by such statements. These forward-looking statements are based on Palladyne AI’s management’s current expectations and beliefs, as well as a number of assumptions concerning future events. However, there can be no assurance that the events, results, or trends identified in these forward-looking statements will occur or be achieved. Forward-looking statements speak only as of the date they are made, and Palladyne AI is not under any obligation and expressly disclaims any obligation, to update, alter or otherwise revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by law.

Readers should carefully review the statements set forth in the reports which Palladyne AI has filed or will file from time to time with the Securities and Exchange Commission (the “SEC”), in particular the risks and uncertainties set forth in the sections of those reports entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements,” for a description of risks facing Palladyne AI and that could cause actual events, results or performance to differ from those indicated in the forward-looking statements contained herein. The documents filed by Palladyne AI with the SEC may be obtained free of charge at the SEC’s website at www.sec.gov.

Palladyne AI Investor Contact:

Exhibit 99.1

Brian S. Siegel, IRC®, M.B.A.

Senior Managing Director

Hayden IR - Chicago

(346) 396-8696 (o)

brian@haydenir.com

IR@palladyneai.com

Palladyne AI Press Contact:

PR@palladyneai.com

FAQ

What did Palladyne AI Corp. (PDYN) announce in this 8-K filing?

Palladyne AI announced that board member Matt Muta will become President, Commercial and Industrial, effective March 2, 2026. He will focus on commercial execution around the Palladyne IQ embodied AI platform and related industrial robotics solutions.

Is Matt Muta leaving the Palladyne AI (PDYN) board of directors?

Yes. Matt Muta notified Palladyne AI on February 13, 2026 of his intent to resign from the board when his executive role starts on March 2, 2026. The company states his resignation is not due to any disagreement with management.

What will Matt Muta be responsible for at Palladyne AI (PDYN)?

As President, Commercial and Industrial, Matt Muta will oversee sales, partnerships, go-to-market strategy, and revenue growth initiatives. His role centers on driving enterprise adoption of Palladyne AI’s embodied AI software and poly-functional robotics platform across industrial environments.

How does this leadership change relate to Palladyne IQ at Palladyne AI (PDYN)?

The company links Muta’s appointment to accelerating deployment of Palladyne IQ, its embodied AI platform for poly-functional robots. His background in commercializing complex technology is positioned to support scaled adoption by industrial and commercial customers using Palladyne IQ.

Did Palladyne AI (PDYN) provide reasons for choosing Matt Muta for this role?

Palladyne AI highlights Muta’s experience at Microsoft, Delta Air Lines, and UnitedHealth Group, where he worked on enterprise software adoption and large-scale operations. Management cites his insight into industrial customers and prior board contributions as key reasons for the appointment.

How did Palladyne AI (PDYN) communicate this leadership change to investors?

The company issued a press release dated February 18, 2026, furnished as Exhibit 99.1. It also notes that material information may be shared through SEC filings, its corporate and investor websites, its news site, and official social media accounts on X and LinkedIn.

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EX-99.1 19.9 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 43.7 KB