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Redwire Corp (NYSE: RDW) control group updates 51% ownership stake

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Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Redwire Corp's major shareholders have updated their ownership in a new Schedule 13D amendment. AE Red Holdings, a group of affiliated AE Industrial Partners funds and entities, Edge Autonomy Ultimate Holdings LP, and individuals Michael Robert Greene and David H. Rowe have filed Amendment No. 11 to report current beneficial ownership in Redwire's common stock.

The filing states that, in aggregate, the reporting persons beneficially own 93,107,956 shares of common stock, or 51.0% of Redwire’s common stock, assuming 182,398,369 shares outstanding. That total includes 75,860,370 common shares, 2,000,000 shares issuable upon exercise of warrants, and 15,247,586 shares issuable upon conversion of 46,505.13 shares of Series A Convertible Preferred Stock.

The amendment explains that it is being filed to reflect a reduction in reported beneficial ownership resulting from sales of common stock made by the reporting persons in open market transactions over the past 60 days, which are detailed in an attached schedule.

Positive

  • None.

Negative

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Insights

Large shareholder group still controls about 51% of Redwire after selling shares.

The amendment shows that a coordinated group of AE Industrial Partners funds and related entities, together with Michael Robert Greene and David H. Rowe, continues to hold a majority position in Redwire Corp. They report beneficial ownership of 93,107,956 shares, or 51.0% of the company’s common stock, based on an assumed 182,398,369 shares outstanding as of the referenced dates.

That majority stake combines directly held common shares, 2,000,000 shares issuable from warrants, and 15,247,586 shares issuable upon conversion of 46,505.13 shares of Series A Convertible Preferred Stock at a stated initial conversion price of $3.05. Greene and Rowe exercise voting and dispositive power over these instruments through their roles with the various reporting entities.

The filing explicitly notes that this Amendment No. 11 reflects a reduction in beneficial ownership due to open market sales of common stock over the last sixty days, with individual trades listed in an attached schedule. While the group remains in a control position, future amendments or company filings would clarify any further changes in this majority holding.






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




Comment for Type of Reporting Person:
Rows 8, 10 and 11 each represent (i) 31,711,710 shares of Common Stock and (ii) 2,000,000 shares of Common Stock issuable upon the exercise of 2,000,000 warrants to acquire one share of Common Stock ("Warrants"). The calculation for Row 13 is based upon 165,150,783 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported on the Issuer's most recent Form 10-Q, filed on November 6, 2025 plus (i) 2,000,000 shares of Common Stock underlying 2,000,000 Warrants and (ii) 15,247,586 shares of Common Stock issuable upon the conversion of 46,505.13 shares of Series A Convertible Preferred Stock.


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows 8, 10 and 11 each represent 44,148,660 shares of Common Stock issued in accordance with the Amended Merger Agreement on June 13, 2025. The calculation for Row 13 is based upon 165,150,783 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported on the Issuer's most recent Form 10-Q, filed on November 6, 2025 plus (i) 2,000,000 shares of Common Stock underlying 2,000,000 Warrants and (ii) 15,247,586 shares of Common Stock issuable upon the conversion of 46,505.13 shares of Series A Convertible Preferred Stock.


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows 8, 10 and 11 each represent (i) 75,860,370 shares of Common Stock, (ii) 2,000,000 shares of Common Stock issuable upon the exercise of Warrants and (iii) 15,247,586 shares of Common Stock issuable upon conversion of 46,505.13 shares of Series A Convertible Preferred Stock. The calculation for Row 13 is based upon 165,150,783 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported on the Issuer's most recent Form 10-Q, filed on November 6, 2025 plus (i) 2,000,000 shares of Common Stock underlying 2,000,000 Warrants and (ii) 15,247,586 shares of Common Stock issuable upon the conversion of 46,505.13 shares of Series A Convertible Preferred Stock.


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows 8, 10 and 11 each represent (i) 75,860,370 shares of Common Stock, (ii) 2,000,000 shares of Common Stock issuable upon the exercise of Warrants and (iii) 15,247,586 shares of Common Stock issuable upon conversion of 46,505.13 shares of Series A Convertible Preferred Stock. The calculation for Row 13 is based upon 165,150,783 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported on the Issuer's most recent Form 10-Q, filed on November 6, 2025 plus (i) 2,000,000 shares of Common Stock underlying 2,000,000 Warrants and (ii) 15,247,586 shares of Common Stock issuable upon the conversion of 46,505.13 shares of Series A Convertible Preferred Stock.


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows 8, 10 and 11 each represent (i) 75,860,370 shares of Common Stock, (ii) 2,000,000 shares of Common Stock issuable upon the exercise of Warrants and (iii) 15,250 shares of Common Stock issuable upon conversion of 46.51 shares of Series A Convertible Preferred Stock. The calculation for Row 13 is based upon 165,150,783 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported on the Issuer's most recent Form 10-Q, filed on November 6, 2025 plus (i) 2,000,000 shares of Common Stock underlying 2,000,000 Warrants and (ii) 15,247,586 shares of Common Stock issuable upon the conversion of 46,505.13 shares of Series A Convertible Preferred Stock.


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows 8, 10 and 11 each represent (i) 75,860,370 shares of Common Stock, (ii) 2,000,000 shares of Common Stock issuable upon the exercise of Warrants and (iii) 6,187,978 shares of Common Stock issuable upon conversion of 18,873.33 shares of Series A Convertible Preferred Stock. The calculation for Row 13 is based upon 165,150,783 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported on the Issuer's most recent Form 10-Q, filed on November 6, 2025 plus (i) 2,000,000 shares of Common Stock underlying 2,000,000 Warrants and (ii) 15,247,586 shares of Common Stock issuable upon the conversion of 46,505.13 shares of Series A Convertible Preferred Stock.


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows 8, 10 and 11 each represent (i) 75,860,370 shares of Common Stock, (ii) 2,000,000 shares of Common Stock issuable upon the exercise of Warrants and (iii) 3,961,830 shares of Common Stock issuable upon conversion of 12,083.58 shares of Series A Convertible Preferred Stock. The calculation for Row 13 is based upon 165,150,783 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported on the Issuer's most recent Form 10-Q, filed on November 6, 2025 plus (i) 2,000,000 shares of Common Stock underlying 2,000,000 Warrants and (ii) 15,247,586 shares of Common Stock issuable upon the conversion of 46,505.13 shares of Series A Convertible Preferred Stock.


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows 8, 10 and 11 each represent 5,082,528 shares of Common Stock issuable upon conversion of 15,501.71 shares of Series A Convertible Preferred Stock. The calculation for Row 13 is based upon 165,150,783 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported on the Issuer's most recent Form 10-Q, filed on November 6, 2025 plus (i) 2,000,000 shares of Common Stock underlying 2,000,000 Warrants and (ii) 15,247,586 shares of Common Stock issuable upon the conversion of 46,505.13 shares of Series A Convertible Preferred Stock.


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows 8, 10 and 11 each represent (i) 75,860,370 shares of Common Stock, (ii) 2,000,000 shares of Common Stock issuable upon the exercise of Warrants and (iii) 15,247,586 shares of Common Stock issuable upon conversion of 46,505.13 shares of Series A Convertible Preferred Stock. The calculation for Row 13 is based upon 165,150,783 shares of Common Stock of the Issuer issued and outstanding as of October 31, 2025, as reported on the Issuer's most recent Form 10-Q, filed on November 6, 2025 plus (i) 2,000,000 shares of Common Stock underlying 2,000,000 Warrants and (ii) 15,247,586 shares of Common Stock issuable upon the conversion of 46,505.13 shares of Series A Convertible Preferred Stock.


SCHEDULE 13D


AE RED HOLDINGS, LLC
Signature:/s/ Michael Robert Greene
Name/Title:Michael Robert Greene/Vice President and Assistant Treasurer
Date:01/13/2026
Edge Autonomy Ultimate Holdings, LP
Signature:/s/ Michael Robert Greene
Name/Title:Michael Robert Greene/Vice President
Date:01/13/2026
Michael Robert Greene
Signature:/s/ Michael Robert Greene
Name/Title:Michael Robert Greene
Date:01/13/2026
David H Rowe
Signature:/s/ David H Rowe
Name/Title:David H Rowe
Date:01/13/2026
AE INDUSTRIAL PARTNERS FUND II-B, LP
Signature:/s/ Michael Robert Greene
Name/Title:Michael Robert Greene/Managing Member
Date:01/13/2026
AE INDUSTRIAL PARTNERS FUND II, LP
Signature:/s/ Michael Robert Greene
Name/Title:Michael Robert Greene/Managing Member
Date:01/13/2026
AE INDUSTRIAL PARTNERS FUND II-A, LP
Signature:/s/ Michael Robert Greene
Name/Title:Michael Robert Greene/Vice President and Assistant Treasurer
Date:01/13/2026
AE INDUSTRIAL PARTNERS STRUCTURED SOLUTIONS I, LP
Signature:/s/ Michael Robert Greene
Name/Title:Michael Robert Greene/Managing Member
Date:01/13/2026
AEROEQUITY GP, LLC
Signature:/s/ Michael Robert Greene
Name/Title:Michael Robert Greene/Managing Member
Date:01/13/2026

FAQ

What does the latest Schedule 13D/A disclose about Redwire Corp (RDW) ownership?

The amendment reports that a group of AE Industrial Partners–affiliated entities and individuals Michael Robert Greene and David H. Rowe beneficially own 93,107,956 shares of Redwire common stock, representing 51.0% of the company’s common stock based on an assumed 182,398,369 shares outstanding.

Who are the main reporting persons in this Redwire Corp (RDW) Schedule 13D/A Amendment No. 11?

Key reporting persons include AE Red Holdings, LLC, Edge Autonomy Ultimate Holdings, LP, several AE Industrial Partners Fund II vehicles, AE Industrial Partners Structured Solutions I, LP, Aeroequity GP, LLC, and individuals Michael Robert Greene and David H. Rowe.

How is the 51.0% beneficial ownership in Redwire Corp (RDW) calculated?

The 51.0% figure is based on 93,107,956 shares of common stock deemed beneficially owned by the reporting persons and an assumed 182,398,369 shares of common stock outstanding, which includes 165,150,783 issued shares plus 17,247,586 shares issuable from warrants and Series A Convertible Preferred Stock owned by the group.

What securities besides common stock contribute to the reporting group’s stake in Redwire Corp (RDW)?

The reported stake includes 75,860,370 common shares, 2,000,000 shares of common stock issuable upon exercise of 2,000,000 warrants, and 15,247,586 shares of common stock issuable upon conversion of 46,505.13 shares of Series A Convertible Preferred Stock, based on a $1,000 per share initial value and a $3.05 initial conversion price.

Why was Amendment No. 11 to the Redwire Corp (RDW) Schedule 13D filed?

The amendment was filed to update the beneficial ownership of the reporting persons in Redwire common stock and specifically to reflect a reduction in reported ownership resulting from sales of common stock made by the reporting persons in open market transactions.

Do Michael Robert Greene and David H. Rowe control voting power over Redwire Corp (RDW) shares?

Yes. The filing states that Michael Greene and David H. Rowe exercise voting and dispositive power over the common stock, warrants, and Series A Convertible Preferred Stock directly held by the reporting entities, as well as 107,469 shares of common stock held by AE Industrial Partners LP, totaling the 93,107,956 shares reported.

What trading activity is disclosed for the Redwire Corp (RDW) reporting persons in this amendment?

The amendment states that all transactions in Redwire common stock by the reporting persons during the past 60 days were open market trades and that these transactions are listed in an attached Schedule A.
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