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Red Cat Holdings, Inc. is asking stockholders to vote at its 2026 telephonic Annual Meeting on June 18, 2026. Investors will elect five directors for one-year terms, ratify KPMG as independent auditor for 2026 and cast a non-binding advisory vote on executive pay.
The record date is April 23, 2026, with 122,051,175 common shares entitled to one vote each and a quorum set at 33 1/3% of outstanding shares. The company uses internet delivery for proxy materials and offers detailed instructions for registered and beneficial holders to vote online, by mail, or during the call.
Red Cat Holdings, Inc. Chairman and CEO Jeffrey M. Thompson received a grant of employee stock options covering 1,000,000 shares of common stock. The options have a $6.73 exercise price and were granted in lieu of a base salary and participation in the traditional bonus plan.
The grant vests over three years: 50% on the first anniversary of the grant date, 25% on the second, and 25% on the third. Following this grant, Thompson holds options for 1,000,000 shares directly, with the options expiring on May 22, 2035.
Moe Christopher R. reported acquisition or exercise transactions in this Form 4 filing.
Red Cat Holdings director Christopher R. Moe received a grant of 7,429 restricted stock units as equity compensation. Each unit represents a contingent right to receive one share of Red Cat common stock. The restricted stock units vest on April 30, 2026, and are held directly by Moe.
Red Cat Holdings director Nicholas Reyland Liuzza Jr received a grant of 7,429 restricted stock units on May 22, 2025 as equity compensation. Each unit represents a contingent right to receive one share of Red Cat common stock and carries no cash exercise price.
The 7,429 restricted stock units vest on April 30, 2026, aligning the director’s compensation with future company performance. Following this award, his reported holdings from this grant total 7,429 restricted stock units linked to an equal number of underlying common shares.
Funk Paul II reported acquisition or exercise transactions in this Form 4 filing.
Red Cat Holdings director Paul Funk II received a grant of 7,429 restricted stock units. The award was made on May 22, 2025 as compensation, with no cash price per unit. Following the grant, Funk directly holds 7,429 restricted stock units.
Each unit represents a contingent right to receive one share of Red Cat common stock. The restricted stock units are scheduled to vest on April 30, 2026, meaning the shares will be delivered only if the vesting condition is satisfied and Funk remains eligible.
Red Cat Holdings, Inc. director Joseph David Freedman received a grant of restricted stock units as equity compensation. He acquired 7,429 restricted stock units on Common Stock, each representing a contingent right to receive one share of RCAT common stock. These units vest on April 30, 2026, meaning the shares will be delivered only if the vesting condition is satisfied. After this grant, his reported derivative holdings from this award total 7,429 units, all held as direct ownership.
Red Cat Holdings, Inc. Chief Revenue Officer Geoffrey Wayne Hitchcock reported routine equity compensation activity. On March 31, 2026, he was granted 8,701 restricted stock units (RSUs), each representing a right to receive one share of common stock. The RSUs vest 25% immediately and 75% on December 31, 2026. He exercised 2,175 RSUs into common stock, and 645 common shares were withheld at $13.09 per share to cover tax obligations. Following these transactions, he directly holds 206,517 shares of common stock and 6,526 RSUs.
Red Cat Holdings Chief Financial Officer Morrison Christian Spenst received equity compensation in the form of restricted stock units on March 31, 2026. He was granted 1,688 restricted stock units (RSUs), each representing a contingent right to receive one share of RCAT common stock. Twenty-five percent of the RSUs vested immediately, and the remaining 75% are scheduled to vest on December 31, 2026. On the same date, he exercised 422 RSUs into common stock at a conversion price of $0.00 and had 145 shares of common stock withheld at an implied price of $13.09 per share to cover tax obligations, leaving him with 277 shares of common stock directly held after these transactions.
Red Cat Holdings, Inc. Chief Operating Officer Christian Ericson reported equity compensation and related share movements. On March 31, 2026, he was granted 16,294 restricted stock units (RSUs), each representing a right to receive one share of common stock.
According to the grant terms, 25% of these RSUs vested immediately, with the remaining 75% scheduled to vest on December 31, 2026. On the same date, he exercised 4,073 RSUs into 4,073 shares of common stock and 1,176 common shares were withheld at $13.09 per share to cover tax obligations. Following these transactions, he directly held 28,920 shares of common stock and 12,221 RSUs.
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.