STOCK TITAN

Red Cat Hldgs Inc 8-K Filings

RCAT NASDAQ

Every 8-K that Red Cat Hldgs Inc (RCAT) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow RCAT and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full RCAT filings page.

Rhea-AI Summary

Red Cat Holdings reported Q2 2026 revenue of $20.2 million, up 527% from Q2 2025, with gross profit of $3.3 million and a gross margin of 16.1%, 39% higher year over year and 27% above Q1 2026. The company recorded a net loss of $35.3 million, or $0.26 per share, and a Q2 adjusted EBITDA loss of $31.8 million. For the first half of 2026, revenue reached $35.7 million with a net loss of $61.8 million.

Cash totaled $325.6 million at June 30, 2026, up from $167.9 million at year-end, primarily after $258.8 million of common stock offerings, while operating activities used $78.7 million of cash. Inventory and prepaid inventory increased to $84.8 million as the company scales production. Red Cat reaffirmed its full-year 2026 revenue target of $150–$180 million. Strategically, it completed the acquisition of Quaze Technologies, advanced Teal Drones to Gauntlet II of the Drone Dominance program, ramped Blue Ops’ Variant 7 uncrewed surface vessel to full-rate production, introduced the Hellcat small UAS platform, and secured new U.S. military orders.

Rhea-AI Summary

Red Cat Holdings reported the results of its 2026 annual shareholder meeting. Stockholders re-elected five directors, with support for nominees ranging from 14.3 million to 21.6 million votes, and ratified KPMG LLP as auditor with 70.4 million votes in favor.

However, the non-binding advisory vote on executive compensation failed, with 15.2 million votes for and 21.3 million against, plus 0.8 million abstentions. The Compensation Committee stated that it will consider this feedback, and may use an independent compensation advisor, when evaluating future pay programs for senior executives.

Rhea-AI Summary

Red Cat Holdings, Inc. completed its acquisition of Quebec-based Quaze Technologies Inc., a developer of wireless power transfer technology for unmanned systems. The company paid 1,923,308 shares of common stock, valued at approximately $21 million based on a 20-day volume-weighted average price.

The Purchase Agreement also provides potential earnout consideration of up to an additional $5,000,000 in Red Cat shares if specified integration, revenue and gross margin thresholds are achieved. Quaze will operate as an independent business unit, bringing wireless charging capabilities that support persistent autonomous operations across air, land, sea and other environments.

Rhea-AI Summary

Red Cat Holdings, Inc. reports that underwriters have fully exercised their option to purchase an additional 3,590,425 shares of common stock in connection with its recent offering. This is on top of 23,936,171 shares previously sold at a public price of $9.40 per share under an underwriting agreement.

The additional shares were purchased on May 18, 2026, under a Form S-3ASR shelf registration. The company plans to use the net proceeds for general corporate purposes and to accelerate strategic growth initiatives, including acquisitions, business expansion, research and development, capital expenditures and working capital.

Rhea-AI Summary

Red Cat Holdings, Inc. has completed an underwritten public offering of 23,936,171 shares of common stock at $9.40 per share, raising gross proceeds of about $225.0 million before fees and expenses. The company also granted underwriters a 30-day option to buy up to 3,590,425 additional shares at the same public price, less discounts and commissions.

Red Cat plans to use the net proceeds for general corporate purposes and to accelerate strategic growth initiatives, including acquisitions or business expansion, research and development, capital spending and working capital. The deal was executed under an automatically effective Form S-3ASR shelf registration, with Evercore and BofA Securities leading the underwriting syndicate.

Rhea-AI Summary

Red Cat Holdings reported that its wholly owned subsidiary Teal Drones received a $9.5 million purchase order from the U.S. Army under its Short Range Reconnaissance Program of Record. The order covers additional drone units that are expected to be delivered in the second quarter of 2026.

This new purchase order indicates continued demand for Teal Drones’ systems from a key U.S. defense customer and provides near-term revenue visibility tied to scheduled deliveries.

Rhea-AI Summary

Red Cat Holdings, Inc. posted a dramatic Q1 2026 revenue surge to $15.5 million, up 849% from $1.6 million a year earlier. The company swung gross margin to 12.7% from a negative 52.1%, generating $2.0 million of gross profit versus a prior gross loss.

Despite stronger sales and margins, operating expenses rose sharply, leading to an operating loss of $27.3 million and a net loss of $26.6 million, or $0.22 per share. Cash fell to $131.9 million as the company invested heavily in inventory, property, and acquisitions, while Adjusted EBITDA remained negative at $21.5 million.

Management highlighted new military and defense contracts, strategic partnerships in Ukraine and Asia-Pacific, the acquisition of Apium Swarm Robotics, and a pending purchase of Quaze Technologies. They are targeting short- to medium-term annual revenue between $150 million and $180 million as they scale drone and uncrewed surface vessel platforms.

Rhea-AI Summary

Red Cat Holdings, Inc. entered into a Share Purchase Agreement to acquire all of the shares of Quaze Technologies Inc., a Quebec-based company, through its wholly owned subsidiary. Both Red Cat’s board and Quaze’s board have approved the agreement.

If completed, the acquisition will be paid in approximately $25,000,000 of Red Cat common stock, subject to customary closing adjustments, plus up to an additional $5,000,000 in stock as earnout consideration tied to integration, revenue and gross margin thresholds. Closing is subject to regulatory approvals, satisfaction of specified conditions, continued Nasdaq listing and ongoing SEC reporting status, with either party able to terminate if key conditions are not met by December 31, 2026.

Rhea-AI Summary

Red Cat Holdings, a U.S.-based defense drone and robotics provider, has acquired Apium Swarm Robotics, a California developer of distributed control systems for autonomous swarming drones and uncrewed surface vessels. Apium will operate as an independent Red Cat company, advancing its multi-agent autonomy architecture for integration across Red Cat’s Family of Systems.

The deal is aimed at strengthening Red Cat’s ability to deliver intelligent unmanned systems that coordinate in contested, GPS- and communications-denied environments. By embedding Apium’s swarm autonomy into platforms such as the Black Widow tactical drone and emerging maritime systems, Red Cat expects enhanced coordination, survivability, and operational flexibility for defense and national security customers.

Rhea-AI Summary

Red Cat Holdings reported a breakout 2025 with rapid growth but heavy losses. Full-year revenue reached $40.7 million, up 161% from $15.6 million. Fourth-quarter revenue was $26.2 million, a 1,985% increase from $1.3 million and up 172% sequentially, reflecting accelerating demand for its defense drone and robotic systems.

The company remained unprofitable, posting a 2025 net loss of $72.1 million, deeper than the $53.5 million loss in 2024, and an adjusted EBITDA loss of $51.3 million. Operating cash outflow was $89.1 million, but Red Cat ended 2025 with a much stronger liquidity position, as cash rose to $167.9 million from $9.2 million, largely driven by $234.3 million of net equity issuance and new convertible notes.

Red Cat significantly expanded its manufacturing footprint to 254,000 square feet across BlueOps, FlightWave, and Teal, and highlighted major business milestones including new Black Widow™ drone orders from a second Asia-Pacific ally and the launch of its FANG™ FPV platform and new uncrewed surface vessels. Management emphasized a strategy focused on scaling production, advancing autonomy, and broadening global defense customer relationships.

Rhea-AI Summary

Red Cat Holdings, Inc. reported that it has released preliminary, unaudited revenue results for the fourth quarter and full year ended December 31, 2025. These figures were shared through a press release dated January 13, 2026, which is attached as an exhibit to this report.

The company explains that these preliminary numbers are based on current expectations and may change after it completes its year-end audit, closing procedures, and internal reviews. They are not a full picture of Red Cat’s financial performance and are not a substitute for audited results prepared under U.S. GAAP.

Red Cat notes that its final audited results will be included in its upcoming Form 10-K for fiscal 2025, and that the preliminary information is treated as “furnished,” meaning it is not subject to certain Exchange Act liabilities and will not be automatically incorporated into other SEC filings.

Rhea-AI Summary

Red Cat Holdings, Inc. entered into an underwritten public offering of its common stock, selling 15,625,000 base shares plus 2,343,750 additional option shares at $9.60 per share for gross proceeds of approximately $172.5 million before fees. The shares were issued under an effective Form S-3 shelf registration that was declared effective on September 17, 2025, and the offering closed on September 19, 2025.

The company plans to use the net proceeds for general corporate and working capital purposes, including operating expenses and capital investments for its new unmanned surface vessel division. Executive officers and directors agreed to lock-up restrictions for 60 days after closing, with Chief Executive Officer Jeffrey Thompson agreeing to a 90-day lock-up. In connection with the offering, Lind waived certain rights under its existing note, warrant and purchase agreement arrangements until September 26, 2025.

Rhea-AI Summary

Red Cat Holdings, Inc. has changed its independent registered public accounting firm, dismissing dbbmckennon LLC and appointing KPMG LLP as auditor for the fiscal year ending December 31, 2025. The company states that dbbmckennon’s reports on its financial statements for the eight months ended December 31, 2024 and the years ended April 30, 2024 and 2023 contained no adverse opinions, disclaimers, or qualifications as to uncertainty, scope, or principles. Red Cat reports no disagreements with dbbmckennon on accounting, disclosure, or audit matters and no reportable events, other than a previously disclosed material weakness cited in its recent annual reports. The filing also notes that neither Red Cat nor its representatives consulted KPMG on accounting or auditing issues before the appointment.

Rhea-AI Summary

Red Cat Holdings (RCAT) held its 2025 Annual Meeting of Stockholders on June 18, with 50,411,836 shares represented out of 90,514,996 total outstanding shares. The meeting included three key proposals:

1. Board Election Results:

  • Jeffrey M. Thompson received strongest support with 22,060,730 votes in favor
  • Other directors (Freedman, Funk II, Liuzza Jr., and Moe) received between 9.3-10 million votes each
  • Significant broker non-votes of approximately 27.8 million for all candidates

2. Auditor Appointment: Shareholders strongly approved dbbmckennon as independent auditor with 49,006,127 votes in favor.

3. Share Issuance Approval: Stockholders approved issuance of common stock to Lind Global Asset Management XI LLC and X LLC for convertible notes and warrants, with 21,201,292 votes in favor versus 1,119,721 against.

Rhea-AI Summary

Red Cat Holdings announced a $46.75 million registered direct offering through the sale of 6,448,276 shares of common stock at $7.25 per share to institutional investors. The offering closed on June 18, 2025, with Northland Securities serving as exclusive placement agent for a 6.0% fee.

Key details of the offering include:

  • Proceeds will fund general corporate purposes and operating expenses for new unmanned surface vessel division
  • 30-day lock-up period for company executives and directors
  • Company restricted from issuing additional shares or entering variable rate transactions for 30 days

Additionally, the company amended agreements with Lind Global Asset Management, modifying terms of existing convertible notes and warrants. Key changes include:

  • Exempting the current offering from triggering price adjustments
  • Removing the company's cash payment option for conversions
  • Eliminating prepayment rights on the promissory note