Bain Capital Credit Converts Preferred, Sells 11M RDW Shares; Ownership 6.1%

Rhea-AI Filing Summary

Reporting persons Bain Capital Credit Member, LLC and BCC Redwire Aggregator, L.P. amended their Schedule 13D to disclose a conversion and sale of Redwire common stock and updated beneficial ownership. The filers exercised an option to convert 31,719.43 shares of Series A Convertible Preferred Stock into an aggregate of 11,000,000 shares of Redwire common stock and, on September 17, 2025, sold all 11,000,000 shares pursuant to Rule 144. Separately, BCCR beneficially owns 28,509.34 shares of Convertible Preferred Stock, convertible into approximately 9,347,325 shares of common stock, which the filing states represents about 6.1% of Redwire's outstanding common stock using a 144,039,944 share base. The amendment also notes the resignation of Michael J. Bevacqua from Redwire’s board on June 26, 2025.

Positive

• Conversion executed and shares issued: 31,719.43 shares of Convertible Preferred Stock were converted into 11,000,000 shares of common stock, completing the conversion mechanism under the Certificate of Designation.
• Sale completed under Rule 144: The Reporting Persons sold the 11,000,000 converted shares on September 17, 2025, demonstrating execution of a planned liquidity event.

Negative

• Director resignation: Michael J. Bevacqua resigned from the Issuer's Board on June 26, 2025, reducing reported board representation associated with the Reporting Persons.
• Material disposition of shares: The immediate sale of 11,000,000 shares is a substantial disposition disclosed in the filing and could affect public float and market perception.

Insights

Corporate Governance Expert

TL;DR: Large conversion and immediate sale with a director resignation; raises governance and control questions.

The Reporting Persons executed a significant conversion of preferred into common shares and then sold 11,000,000 shares under Rule 144, a material disposition relative to typical free-float sizes. The filing clarifies that BCCR still holds Convertible Preferred Stock convertible into ~9.35 million common shares (6.1% on the stated base), which preserves an economically meaningful exposure even after the sale. The resignation of a partner from the issuer’s board is a notable corporate governance event and should be reviewed in the context of prior board representation and any related agreements.

Securities Analyst

TL;DR: Transaction crystallizes liquidity and adjusts public float; impact depends on market context.

Conversion of 31,719.43 preferred into 11,000,000 common shares followed immediately by a Rule 144 sale is a clear monetization event. The filing provides specific share counts and the percentage (6.1%) based on the issuer’s disclosed outstanding share count as of August 7, 2025. No other trading by the Reporting Persons in the prior 60 days is reported besides this conversion and sale. Investors should note the post-transaction beneficial ownership figures disclosed; the filing does not provide price or proceeds details.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)

Redwire Corp

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

75776W103

(CUSIP Number)

Bain Capital Credit Member LLC
200 Clarendon Street,
Boston, MA, 02116
617-516-2000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/17/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 75776W103

1

Name of reporting person

Bain Capital Credit Member, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 9,347,325.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 9,347,325.00

11

Aggregate amount beneficially owned by each reporting person

9,347,325.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

6.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 75776W103

1

Name of reporting person

BCC Redwire Aggregator, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 9,347,325.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 9,347,325.00

11

Aggregate amount beneficially owned by each reporting person

9,347,325.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

6.1 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

*The shares of common stock of Redwire Corporation, par value $0.0001 per share ("Common Stock") shown in Item 11 of each cover page above are initially issuable upon conversion of approximately 28,509.34 shares of Series A Convertible Preferred Stock of Redwire Corporation, a Delaware corporation ("Issuer"), par value $0.0001 per share ("Convertible Preferred Stock"). BCC Redwire Aggregator, L.P. ("BCCR") is the record owner of these shares of Convertible Preferred Stock. ** For purposes of calculating beneficial ownership, the total number of shares of outstanding Common Stock is 144,039,944 as of August 7, 2025, as set forth in the Issuer's Form 10-Q filed on August 7, 2025, and as such outstanding amount is increased by the 9,347,325 shares of Common Stock issuable upon the conversion of the 28,509.34 shares of Convertible Preferred Stock beneficially owned by the Reporting Persons (as defined below).

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.0001 per share
(b)	Name of Issuer: Redwire Corp
(c)	Address of Issuer's Principal Executive Offices: 8226 PHILIPS HIGHWAY, SUITE 101, JACKSONVILLE, FLORIDA , 32256.
Item 1 Comment: Item 1 Comment: This Amendment No. 7 (this "Seventh Amendment") amends the Schedule 13D filed with the U.S. Securities and Exchange Commission on November 10, 2022, as amended by Amendment No. 1 filed on December 5, 2022, as further amended by Amendment No. 2, filed on January 22, 2025, as further amended by Amendment No. 3, filed on June 10, 2025 (the "Third Amendment"), as further amended by Amendment No. 4, filed on June 17, 2025 (the "Fourth Amendment"), as further amended by Amendment No. 5, filed on June 23, 2025 (the "Fifth Amendment"), and as further amended by Amendment No. 6, filed on July 19, 2025 (as amended by this Seventh Amendment, this "Schedule 13D") on behalf of Bain Capital Credit Member, LLC and BCCR (collectively, the "Reporting Persons").
Item 4.	Purpose of Transaction
	Sale of Convertible Preferred Stock On September 15, 2025, the Reporting Persons exercised their option to convert 31,719.43 shares of Convertible Preferred Stock (the "Conversion") held by the Reporting Persons into shares of Common Stock in accordance with the terms of the Certificate of Designation of the Convertible Preferred Stock filed with the Delaware Secretary of State and effective October 28, 2022 (the "Certificate of Designation") and directed the Issuer to issue the shares of Common Stock issuable upon such conversion to the Reporting Persons. Pursuant to the terms of the Certification of Designation, the Reporting Persons received an aggregate of 11,000,000 shares of Common Stock in connection with the Conversion (which included the conversion of 1,830.57 shares of Convertible Preferred Stock due to the Reporting Persons as accrued but unpaid paid-in-kind dividends). Following the Conversion, on September 17, 2025, the Reporting Persons sold 11,000,000 shares of Common Stock pursuant to Rule 144 of the Securities Act of 1933.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) of the Schedule 13D is hereby amended and restated in its entirety: The information set forth in Items 2, 3 and 4 are hereby incorporated by reference into this Item 5(a). The percentage of the Issuer's outstanding shares of Common Stock beneficially owned by the Reporting Persons is based on 144,039,944 as of August 7, 2025, as set forth in the Issuer's Form 10-Q filed on August 7, 2025, and as such outstanding amount is increased by the 9,347,325 shares of Common Stock issuable upon the conversion of the 28,509.34 shares of Convertible Preferred Stock beneficially owned by the Reporting Persons. As of the date hereof, BCCR beneficially owned approximately 28,509.34 shares of Convertible Preferred Stock. Pursuant to the Certificate of Designation, as of the date hereof, such shares were convertible into approximately 9,347,325 shares of Common Stock. As a result of the foregoing and the relationships described in Item 2(a) of this Schedule 13D, the Reporting Persons may be deemed to beneficially own in the aggregate 9,347,325 shares of Common Stock, which constitutes approximately 6.1% of the outstanding Common Stock of the Issuer.
(b)	Item 5(b) of the Schedule 13D is hereby amended and restated in its entirety: The information set forth in Item 5(a) is hereby incorporated by reference into this Item 5(b).
(c)	Item 5(c) of the Schedule 13D is hereby amended and supplemented by adding the following information. On June 26, Michael J. Bevacqua, Partner at the Reporting Persons, resigned as a member of the Issuer's Board of Directors, as set forth on the Issuer's Form 8-K filed on June 26, 2025. Other than as disclosed in Item 4 of this Seventh Amendment and Item 4 of the Sixth Amendment, none of the Reporting Persons has effected any transactions in the Common Stock during the past 60 days of this Seventh Amendment.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The information set forth in Item 4 is hereby incorporated by reference into this Item 6.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Bain Capital Credit Member, LLC

Signature:	/s/ Adriana Rojas Garzon
Name/Title:	Adriana Rojas Garzon/Associate General Counsel, Capital Markets
Date:	09/19/2025

BCC Redwire Aggregator, L.P.

Signature:	/s/ Adriana Rojas Garzon
Name/Title:	Adriana Rojas Garzon/Associate General Counsel, Capital Markets
Date:	09/19/2025

FAQ

What did Bain Capital Credit disclose about its holdings in Redwire (RDW)?

The filers stated they beneficially own Convertible Preferred Stock convertible into approximately 9,347,325 common shares, representing about 6.1% of Redwire's outstanding common stock on the stated share base.

How many shares were issued upon conversion and were any sold?

The Reporting Persons converted 31,719.43 shares of Convertible Preferred Stock into an aggregate of 11,000,000 common shares and sold all 11,000,000 shares on September 17, 2025 pursuant to Rule 144.

Does the filing state the outstanding share count used for percentage calculations?

Yes. The filing uses an outstanding common share base of 144,039,944 (as of August 7, 2025) when calculating the 6.1% figure.

Was there any change in board membership disclosed?

Yes. The filing notes that Michael J. Bevacqua, a Partner at the Reporting Persons, resigned from Redwire's Board on June 26, 2025.

Did the Reporting Persons trade other Redwire common stock in the prior 60 days?

Other than the conversion and the sale disclosed in Item 4 of this Seventh Amendment and the Sixth Amendment, the filers state that none of the Reporting Persons effected any transactions in the common stock during the past 60 days.