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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): October 1, 2026
APTERA
MOTORS CORP.
(Exact
name of Registrant as Specified in Its Charter)
| Delaware |
|
001-42884 |
|
83-4079594 |
| (State
or Other Jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
Incorporation) |
|
File
Number) |
|
Identification
No.) |
| 5818
El Camino Real |
|
|
| Carlsbad,
California |
|
92008 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
Telephone Number, Including Area Code: (858) 371-3151
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 |
| Class
B Common Stock, par value $0.0001 per share |
|
SEV |
|
Nasdaq
Capital Market |
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 7.01 Regulation FD Disclosure.
On October 1, 2026, Aptera Motors
Corp. (the “Company”) issued a press release announcing updates to its estimated capital requirements and production timeline.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.
Item
8.01 Other Events.
On
October 1, 2026, the Company announced updates to its estimated capital requirements and production timeline. The updated estimates
reflect anticipated benefits from the Company’s previously announced strategic partnership with Shanghai Launch Automotive Technology
Co., Ltd. (“Launch Design”), including design-for-manufacturing refinements, expected access to Launch Design’s international
supplier network, and a rebuilt bill of materials informed by supplier quotes received to date.
The
Company now estimates that it will require approximately $25 million to reach start of production, a reduction from the $40 million to
$45 million previously estimated, representing a decrease of approximately 38% to 44%. These funds are expected to support supplier purchases
for initial vehicles, remaining tooling, and the final low-volume assembly line at the Company’s facility in Carlsbad, California.
To
reach a production rate of 500 vehicles per month, the milestone at which the Company believes it could fund ongoing operations from
vehicle sales, the Company estimates it will require approximately $65 million in total, representing approximately $40 million in additional
capital beyond start of production. To scale toward high-volume production of approximately 20,000 vehicles per year, the Company estimates
it will require an additional $50 million in tooling and equipment, for a total estimated capital requirement of approximately $115 million,
down from $180 million to $205 million previously estimated.
Collectively,
the expected benefits of the Launch Design partnership are anticipated to reduce the Company’s estimated full-plan cost by approximately
$65 million to $90 million, or approximately 36% to 44%, compared with the prior estimate of $180 million to $205 million.
These
updated capital and timing estimates supersede the capital and timing estimates included in the Company’s Quarterly Report on Form
10-Q for the quarter ended June 30, 2026.
The
Company plans to begin building its first 40 production vehicles by the end of 2026 and to begin initial customer deliveries in early
2027. All capital and timing estimates are subject to the Company obtaining financing on acceptable terms and on a timely basis, as well
as supplier performance and receipt of required regulatory approvals.
Item 9.01 Financial Statements
and Exhibits.
(d) Exhibits.
Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release, dated October 1, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
| |
Aptera
Motors Corp. |
| |
|
|
| |
By: |
/s/
Tom DaPolito |
| |
Name:
|
Tom
DaPolito |
| |
Title: |
Interim
Chief Financial Officer |
| |
|
|
| Date:
October 1, 2026 |
|
|
Exhibit
99.1
Aptera
Significantly Reduces Estimated Capital Requirements for Production
| ● |
Approximately
$25 Million Estimated to Reach Start of Production, Down from $40 to $45 Million Previously Estimated |
| |
|
| ● |
First
40 Production Vehicles Planned to Begin Building by the End of 2026; Customer Deliveries for Early 2027, Subject to Timely Financing |
| |
|
| ● |
Approximately
$65 Million Estimated to Reach 500 Vehicles Per Month, the Production Rate at Which Aptera Believes It Could Become Self-Sustaining |
Carlsbad,
Calif. – October 1, 2026 – Aptera Motors Corp. (Nasdaq: SEV) (“Aptera” or the “Company”), a solar
mobility company advancing ultra-efficient transportation, today announced that it now estimates it needs approximately $25 million to
reach start of production, down from $40 to $45 million, and approximately $115 million for its full plan through high-volume production,
down from $180 to $205 million. The estimated reductions primarily reflect anticipated benefits of the Company’s previously announced
partnership with Launch Design (Shanghai Launch Automotive Technology Co., Ltd.).
“This
is a fundamentally leaner path to getting Aptera into customers’ hands. We’ve reduced our estimated capital requirements
to reach production and brought what we believe could be a self-sustaining business within much closer reach,” said Chris Anthony,
Co-CEO of Aptera. “By redesigning the Aptera for manufacturability and tapping Launch Design’s international supplier network,
we believe we are pursuing one of the more capital-efficient paths to production in the EV industry.”
The
Path to Production
Start
of Production. Approximately $25 million, down from $40 to $45 million previously estimated (a reduction of approximately 38% to
44%). This is expected to fund supplier purchases for initial vehicles, remaining tooling, and the final low-volume assembly line in
Carlsbad, California. Aptera plans to begin building its first 40 production vehicles by the end of 2026 and to begin customer deliveries
in early 2027.
Volume
Production Rate. Approximately $65 million in total (about $40 million beyond start of production) to reach 500 vehicles per month,
the milestone at which Aptera believes it could fund ongoing operations from vehicle sales.
High-Volume
Production. Approximately $50 million more for tooling and equipment to scale toward approximately 20,000 vehicles per year, for
a total of approximately $115 million.
All
capital and timing estimates depend on Aptera obtaining financing on acceptable terms and on a timely basis, as well as on supplier performance
and regulatory approvals.
What
Drives the Lower Estimates
The
lower estimates principally reflect the expected impact of Aptera’s partnership with Launch Design, including design-for-manufacturing
refinements to the vehicle, expected access to Launch’s international supplier network, and a rebuilt bill of materials informed
by supplier quotes received to date. Together, these are expected to reduce the estimated full-plan cost by approximately $65 to $90
million, or 36% to 44%, compared with the $180 to $205 million previously estimated.
These
updated estimates supersede the capital and timing estimates in Aptera’s Quarterly Report on Form 10-Q for the quarter ended June
30, 2026.
About
Aptera Motors Corp.
Aptera
Motors Corp. (Nasdaq: SEV) is a solar mobility company driven by a mission to advance the future of efficient transportation. Its flagship
vehicle is conceived to be a paradigm-shifting solar electric vehicle that leverages breakthroughs in aerodynamics, material science,
and solar technology to pursue new levels of efficiency. As a public benefit corporation, Aptera is committed to building a sustainable
business that positively impacts its stakeholders and the environment. Aptera is headquartered in Carlsbad, California. For more information,
please visit www.aptera.us.
Forward-Looking
Statements
This
press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the
Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding the anticipated benefits of the
Company’s strategic partnership with Launch Design, including expectations regarding design-for-manufacturing efficiencies, access
to Launch’s international supplier network, bill of materials reductions, and production economics; the Company’s updated
capital plan and capital requirements, including the estimated capital required to reach start of production, complete the first 40 production
vehicles and commence initial customer deliveries, reach a production rate of 500 vehicles per month, and reach high-volume production;
the Company’s expectations regarding self-sustaining operations and its belief regarding the capital efficiency of its plan relative
to other electric vehicle companies; the timing and scope of production, including plans to begin building the first 40 production vehicles
by the end of 2026 and initial customer deliveries in early 2027; plans to complete final vehicle assembly in Carlsbad, California; the
Company’s longer-term production target of approximately 20,000 vehicles per year; and the Company’s financing plans. These
forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates, forecasts
and projections as well as the beliefs and assumptions of management. Words such as “expect,” “anticipate,” “should,”
“believe,” “hope,” “target,” “project,” “goals,” “estimate,”
“potential,” “predict,” “may,” “will,” “might,” “could,” “intend,”
“shall,” “plan,” “continue,” “advancing,” “scaling,” and variations of these
terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements.
Forward-looking
statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond Aptera’s
control. These risks include, among others: risks related to Aptera’s ability to raise additional capital on acceptable terms or
at all, and the risk that the Company may need to raise additional capital beyond the amounts currently estimated; risks associated with
the partnership with Launch Design, including the risk that Launch does not perform as anticipated and that anticipated cost savings,
capital reductions, or production timelines are not realized; risks related to reliance on an international supply chain; risks related
to tariffs, export controls, trade restrictions, or other changes in U.S. or international trade policy that could affect cross-border
manufacturing arrangements; supply chain delays and disruptions, including the risk that suppliers do not perform under purchase orders
on the anticipated timeline or at all; the feasibility and timing of scaling our manufacturing and assembly processes; the availability
and timing of required capital, and market conditions affecting financing; regulatory approvals and compliance, including regulatory
approvals necessary to sell or operate our vehicles commercially; our ability to access capital under our equity line of credit and other
sources on acceptable terms and timing; our dependence on successful validation builds and timely component deliveries to achieve any
production milestones; risks that actual vehicle demand, pricing and production costs may differ materially from current assumptions;
the previously disclosed material weaknesses in our internal control over financial reporting and the timing and cost of remediation;
the ongoing SEC investigation; and other risks described in our Annual Report on Form 10-K for the year ended December 31, 2025, our
Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, and our other filings with the Securities and Exchange Commission.
Aptera’s ability to continue as a going concern is dependent on its success in raising additional capital and executing its business
plan, as further described in its SEC filings. The forward-looking statements included in this press release represent Aptera’s
views as of the date of this press release. Aptera anticipates that subsequent events and developments will cause its views to change.
Aptera undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events
or otherwise. These forward-looking statements should not be relied upon as representing Aptera’s views as of any date subsequent
to the date of this press release.
Investor
Relations:
Aptera
Motors Corp.
ir@aptera.us
Media
Contact:
media@aptera.us
