Redwire (RDW) investors approve board, AEI converts all Series A preferred to common
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Redwire Corporation held its 2026 annual shareholder meeting and reported that all management proposals received strong support. Shareholders elected three Class II directors to serve until the 2029 annual meeting, ratified KPMG LLP as independent auditor for the year ending December 31, 2026, and approved executive compensation on an advisory basis.
Shareholders also supported holding future advisory votes on executive pay every year, and the board plans to follow this annual frequency. Separately, AE Industrial Partners voluntarily converted all 46,505.13 outstanding shares of Series A Convertible Preferred Stock into 15,247,586 common shares at an initial conversion price of $3.05 per share, after which no preferred shares remain outstanding and accrued dividends were paid in cash.
Positive
- None.
Negative
- None.
Insights
Redwire aligns governance with shareholders and simplifies its capital structure.
The annual meeting results show broad shareholder support for the board slate, auditor ratification, and executive compensation policies. The strong vote in favor of annual say-on-pay suggests investors want frequent input on compensation, and the board indicates it will follow this preference.
The full conversion of 46,505.13 shares of Series A Convertible Preferred Stock into 15,247,586 common shares removes an entire preferred class. This simplifies the equity structure and eliminates future preferred dividends tied to that series, while increasing the common share count. Future disclosures may clarify how this affects earnings per share and ownership dispersion.
8-K Event Classification
2 items: 5.07, 8.01
2 items
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Key Figures
Common shares outstanding record date: 198,918,728 shares
Series A preferred voting power: 16,067,291 votes
Meeting quorum: 133,710,048 votes
+5 more
8 metrics
Common shares outstanding record date
198,918,728 shares
Common stock issued and outstanding as of March 27, 2026
Series A preferred voting power
16,067,291 votes
Series A Convertible Preferred Stock votes on an as-converted basis at record date
Meeting quorum
133,710,048 votes
Common and Series A (as-converted) present in person or by proxy at meeting
Preferred shares converted
46,505.13 shares
Series A Convertible Preferred Stock converted by AE Industrial Partners
Common shares issued on conversion
15,247,586 shares
Common stock received by AE Industrial Partners upon full conversion
Initial conversion price
$3.05 per share
Initial conversion price for Series A Convertible Preferred Stock
Auditor ratification support
133,188,519 votes for
Votes for ratifying KPMG LLP as 2026 auditor
Say-on-pay support
87,463,323 votes for
Votes for advisory approval of named executive officer compensation
Key Terms
Series A Convertible Preferred Stock, as converted to common stock basis, independent registered public accounting firm, non-binding, advisory basis, +1 more
5 terms
Series A Convertible Preferred Stock financial
"46,505.13 shares of Series A Convertible Preferred Stock (“Convertible Preferred Stock”) issued and outstanding"
Series A convertible preferred stock is a class of shares sold in an early funding round that gives investors a mix of protection and upside: it pays a priority claim over common shares if the company is sold or closes, but can be converted into ordinary shares to share in future growth. Think of it like a hybrid between a safer stake and a ticket to ownership; it matters to investors because it affects who controls the company, how future gains are split, and how much their investment is protected from downside.
as converted to common stock basis financial
"which were entitled to an aggregate of 16,067,291 votes on an as converted to common stock basis"
independent registered public accounting firm financial
"Ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
non-binding, advisory basis financial
"The Company's shareholders, on a non-binding, advisory basis, approved the compensation"
emerging growth company regulatory
"Emerging growth company Page 1"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
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): May 20, 2026
___________________________________
(Exact name of registrant as specified in its charter)
___________________________________
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification No.) | |||||||||
(Address of principal executive offices) | (Zip Code) | ||||||||||
( | |||||||||||
Registrant's telephone number, including area code | |||||||||||
Not Applicable | |||||||||||
(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 | ||||||
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. ☐
Page 1
Item 5.07 - Submission of Matters to a Vote of Security Holders.
On, May 20, 2026, Redwire Corporation (the “Company”) held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”). At the close of business on March 27, 2026, the record date of the Annual Meeting, there were 198,918,728 shares of common stock issued and outstanding and 46,505.13 shares of Series A Convertible Preferred Stock (“Convertible Preferred Stock”) issued and outstanding, which were entitled to an aggregate of 16,067,291 votes on an as converted to common stock basis. The conversion into common stock is based on the accrued value, which is inclusive of accrued and unpaid dividends. Holders of 133,710,048 shares of common stock and of Series A preferred stock, on an as converted to common stock basis, were present at the Annual Meeting, either in person or by proxy, which constituted a quorum for purposes of conducting business at the Annual Meeting.
Set forth below are the final voting results for each proposal submitted to a vote of the shareholders at the Annual Meeting.
Proposal No. 1: Election of Class II Directors.
The Company’s shareholders elected the following nominees to serve as Class II directors until the 2029 Annual Meeting of Shareholders and until their successors are duly elected and qualified.
Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||||||||||||||||
Reggie Brothers | 63,464,299 | 29,398,692 | 40,847,057 | |||||||||||||||||
Michael Greene | 92,212,542 | 650,449 | 40,847,057 | |||||||||||||||||
Dorothy D. Hayes | 89,744,518 | 3,118,473 | 40,847,057 | |||||||||||||||||
Proposal No. 2: Ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026.
The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 was ratified.
Votes For | Votes Against | Abstentions | ||||||||||||
133,188,519 | 325,880 | 195,649 | ||||||||||||
Proposal No. 3: Advisory vote to approve named executive officer compensation.
The Company's shareholders, on a non-binding, advisory basis, approved the compensation of the Company’s named executive officers as disclosed in the Proxy Statement filed for the Annual Meeting. The Compensation Committee and the Board of Directors (the “Board”) of the Company will consider the outcome of the advisory vote when making future compensation decisions relating to the compensation paid to the Company’s named executive officers.
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
87,463,323 | 5,166,740 | 232,928 | 40,847,057 | |||||||||||||||||
Proposal No. 4: Advisory vote to approve the frequency of future advisory votes on named executive officer compensation.
The Company's shareholders on a non-binding, advisory basis, voted to hold future advisory votes on named executive officer compensation every year. Although the result is non-binding, the Board and the Compensation Committee will consider the outcome of the vote and plan to adopt that advisory votes on named executive officer compensation will be conducted every year. The Board will consider the outcome of the shareholder vote when making future decisions regarding the frequency of the shareholders’ advisory vote on named executive officer compensation.
1 Year | 2 Years | 3 Years | Abstentions | Broker Non-Votes | |||||||||||||||||||
92,046,434 | 262,386 | 310,182 | 243,989 | 40,847,057 | |||||||||||||||||||
Page 2
Item 8.01 - Other Information
The Company received notice from AE Industrial Partners (“AEI” or “Holder”), dated as of May 18, 2026 to voluntarily convert all the remaining 46,505.13 shares of the Convertible Preferred Stock held by AEI into shares of the Company's common stock. The Convertible Preferred Stock was previously issued to AEI during the fourth quarter of 2022 at an initial conversion price of $3.05 per share and provided the Holder the right to convert its Convertible Preferred Stock, at any time and at its option, into shares of the Company’s common stock. The 46,505.13 shares of Convertible Preferred Stock converted into 15,247,586 shares of the Company’s common stock and the Company paid a cash dividend for the accrued and unpaid dividends with respect to such shares of Convertible Preferred Stock.
Immediately after AEI’s conversion, there were no remaining shares of the Company’s Convertible Preferred Stock outstanding.
Page 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: May 20, 2026
Redwire Corporation | |||||
By: | /s/ Chris Edmunds | ||||
Name: | Chris Edmunds | ||||
Title: | Chief Financial Officer | ||||
Page 4
FAQ
What happened to Redwire’s Series A Convertible Preferred Stock held by AE Industrial Partners?
AE Industrial Partners converted all 46,505.13 Series A Convertible Preferred shares into common stock. The conversion produced 15,247,586 common shares at an initial conversion price of $3.05 per share, and Redwire paid accrued and unpaid dividends in cash.
Who is Redwire Corporation’s auditor for the year ending December 31, 2026?
Redwire’s shareholders ratified KPMG LLP as the independent registered public accounting firm for 2026. The ratification received 133,188,519 votes for, 325,880 against, and 195,649 abstentions during the 2026 annual meeting.