[8-K] Redwire Corporation Reports Material Event

Rhea-AI Filing Summary

Redwire Corporation (NYSE: RDW) filed an Form 8-K announcing board changes effective July 11, 2025.

• Director departures: Les Daniels and Michael Bevacqua resigned, creating one vacancy.
• New appointments: Michael Greene (Co-CEO, AE Industrial Partners) was named a Class II director whose term expires at the 2026 annual meeting, and Ray Thomas Wallander (Owner & CEO, Maxwell Bay Advisors) was named a Class III director whose term expires at the 2027 annual meeting.
• Both appointments are linked to pre-existing investor agreements (Amended & Restated Investor Rights Agreement dated June 13 2025 and an Investment Agreement dated October 28 2022, respectively).
• The directors will receive compensation under Redwire’s standard non-employee director policy and have executed the company’s standard indemnification agreement.
• No related-party transactions requiring additional disclosure were identified.

The filing contains no financial results or transaction details; it is limited to changes in board composition.

Positive

• Experienced directors with private-equity and restructuring credentials may strengthen strategic oversight.
• Compliance with investor agreements avoids potential governance disputes and maintains board continuity.

Negative

• Continuation of board turnover (two resignations) could signal underlying strategic disagreements, though none are disclosed.
• No accompanying strategic update leaves investors without insight into how new directors will influence company direction.

Insights

Corporate Governance Expert

TL;DR: Routine board refresh tied to investor agreements; governance impact neutral to slightly positive.

The replacement of two departing directors with Michael Greene and Ray Wallander fulfills contractual obligations under existing investor agreements, maintaining board size and class structure. Both appointees possess substantial private-equity and governance experience, which could enhance strategic oversight. Because compensation follows the standard schedule and no related-party conflicts are disclosed, shareholder rights are unaffected. Overall, this is a procedural governance update rather than a signal of strategic change.

Portfolio Manager

TL;DR: Director turnover unlikely to alter near-term equity value; monitor for strategic influence from new PE-aligned members.

From an investment perspective, the announcement neither introduces financial metrics nor alters guidance, so immediate valuation impact is minimal. Nevertheless, Michael Greene’s role at AE Industrial Partners may indicate continued private-equity influence on capital allocation and M&A strategy, while Wallander’s restructuring background could inform operational efficiency moves. These factors are potential long-term catalysts, but today’s disclosure remains neutral for near-term trading.

false000181981000018198102025-07-112025-07-11

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): July 11, 2025

___________________________________

Redwire Corporation

(Exact name of registrant as specified in its charter)

___________________________________

Delaware (State or other jurisdiction of incorporation)			001-39733 (Commission File Number)						88-1818410 (I.R.S. Employer Identification No.)
8226 Philips Highway, Suite 101 Jacksonville, Florida						32256
(Address of principal executive offices)						(Zip Code)
(650) 701-7722
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
Common Stock, $0.0001 par value per share			RDW			New York Stock Exchange

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.

Effective as of July 11, 2025, the board of directors (“Board”) of Redwire Corporation (the “Company”) appointed Michael Greene and Raphael (“Ray”) Thomas Wallander to fill the vacancy on the Board resulting from the previously announced resignations, both of which became effective July 11, 2025, of Les Daniels and Michael Bevacqua. Mr. Greene’s appointment to the Board was made in connection with that certain Amended & Restated Investor Rights Agreement (the “IRA”), dated as of June 13, 2025, by and among the Company, AE Red Holdings, LLC, Genesis Park Holdings, Edge Autonomy Ultimate Holdings, LP, and each other person who executes a joinder to such agreement, a copy of which has been filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (“SEC”) on June 13, 2025. Mr. Wallander’s appointment to the Board was made in connection with that certain Investment Agreement, dated as of October 28, 2022, by and between the Company and BCC Redwire Aggregator, L.P., a copy of which has been filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on November 2, 2022.

Mr. Greene will serve as a Class II director with a term of office expiring at the Company's 2026 Annual Meeting of Stockholders and Mr. Wallander will serve as a Class III director with a term of office expiring at the Company's 2027 Annual Meeting of Stockholders. Messrs. Greene and Wallander will be paid in accordance with the Company’s non-employee director compensation policy. In connection with the appointment of Messrs. Greene and Wallander to the Board, the Company and Messrs. Greene and Wallander entered into the Company's form of Director and Officer Indemnification Agreement, a copy of which has been filed as Exhibit 10.4 to the Company's Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on September 10, 2021. The Company is not aware of any related transactions or relationships between Messrs. Greene and Wallander and the Company that would require additional disclosure under Item 404(a) of Regulation S-K.

Michael Greene is the Co-CEO and Managing Partner at AE Industrial Partners, LLC and has responsibility for the overall management of the firm, primarily focusing on the growth and operational execution of portfolio investments. Since joining AE Industrial in 2008, Mr. Greene has been a member of the firm’s Management and Investment Committees. Previously, Mr. Greene was a Partner with UBS Capital Americas, LLC and UBS Capital, LLC from 1990 to 2008. Mr. Greene was a founding partner of the non-investment grade debt and equity businesses at UBS AG. Mr. Greene serves as a Trustee of The College of the Holy Cross in Worcester, Massachusetts. Mr. Greene received a BA from The College of the Holy Cross and an MBA from Harvard Business School.

Since April 2018, Mr. Wallander has served as the Owner, Chairman, and Chief Executive Officer of Maxwell Bay Advisors, LLC, a platform created for independent director services and consulting. Through Maxwell Bay Advisors, Mr. Wallander has previously served on the boards of Barnes and Noble Education, Inc. (NYSE:BNED) and F45, as well as several private companies. Since 2007, Mr. Wallander has held various roles with Wayzata Investment Partners, LLC, including Corporate Counsel, Principal, and General Counsel. Wayzata is an SEC-registered investment adviser, and prior to joining Wayzata, Mr. Wallander worked as an attorney in private practice. Mr. Wallander holds a Juris Doctorate and Bachelor of Arts from the University of Minnesota.

Page 2

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.

Dated: July 15, 2025

Redwire Corporation
By:			/s/ Jonathan Baliff
Name:			Jonathan Baliff
Title:			Chief Financial Officer and Director

Page 3

FAQ

Why did Redwire (RDW) file an 8-K on July 11 2025?

To disclose the resignation of two directors and the appointment of Michael Greene and Ray Wallander to the board.

Who are the new Redwire directors appointed in July 2025?

Michael Greene, Co-CEO of AE Industrial Partners, and Ray Thomas Wallander, CEO of Maxwell Bay Advisors.

What investor agreements are linked to the new RDW board appointments?

Greene’s seat is tied to the Amended & Restated Investor Rights Agreement (June 13 2025); Wallander’s seat stems from the Investment Agreement (Oct 28 2022).

How long will the newly appointed directors serve?

Greene’s term ends at the 2026 annual meeting (Class II); Wallander’s term ends at the 2027 annual meeting (Class III).

Is there any related-party transaction involving the new Redwire directors?

The company states it is not aware of any related transactions requiring disclosure under Item 404(a) of Regulation S-K.

Will the new directors receive additional compensation?

They will be paid according to Redwire’s standard non-employee director compensation policy.