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Virgin Galactic Holdings, Inc. 424B Filings

SPCE NYSE

Every 424B that Virgin Galactic Holdings, Inc. (SPCE) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 424B covers the supplement that carries the terms of a priced offering, so if you follow SPCE and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full SPCE filings page.

Rhea-AI Summary

Virgin Galactic Holdings, Inc. filed a prospectus supplement under an effective Form S-3 shelf to update the resale registration of its common stock by certain selling stockholders from a December 18, 2025 private placement. The registration covers the resale, from time to time, of up to 68,061,371 shares of common stock, consisting of 31,734,751 shares issuable upon exercise of Purchase Warrants and 36,326,620 shares issuable upon redemptions of 9.80% first lien notes due 2028, plus 639,292 already issued shares subject to the Registration Rights Agreement. The supplement primarily adds new selling stockholders who acquired shares from existing holders and does not register any additional shares or primary issuance by the company. Virgin Galactic previously repurchased about $354.6 million in 2.50% Convertible Senior Notes due 2027 and issued about $212.5 million of 9.80% first lien notes due 2028 and warrants to purchase up to 31.7 million shares at an exercise price of $6.696 per share. The company will not receive proceeds from any resale of registered shares and will pay registration expenses, while selling stockholders bear selling commissions and related costs. Common shares outstanding were 134,024,868 as of June 15, 2026, and the NYSE last reported price was $2.71 on July 15, 2026.

Rhea-AI Summary

Virgin Galactic Holdings, Inc. is registering 68,061,371 shares of common stock for resale by existing holders, not for a new capital raise. The shares consist of 31,734,751 shares issuable upon exercise of 9.80% first lien purchase warrants at an exercise price of $6.696 per share, and 36,326,620 shares issuable upon redemption of 9.80% first lien notes due 2028. These securities were originally issued in a December 18, 2025 private placement in which the company also repurchased approximately $354.6 million of its 2.50% convertible senior notes due 2027 and issued $212.5 million in new notes. The company will not receive proceeds from any resale of shares by the selling stockholders, but will receive cash only if purchase warrants are exercised. Beneficial ownership of each selling holder is capped at generally 4.9%, with the option to increase up to 9.9% upon notice, limiting any single holder’s ownership from these instruments.

Rhea-AI Summary

Virgin Galactic Holdings, Inc. is offering up to $45,588,728.57 of its common stock through its existing at-the-market sales program with Jefferies LLC. This restores the same amount of capacity that was previously reduced to facilitate a registered direct offering tied to convertible senior note refinancing transactions. Shares may be sold from time to time on the NYSE at prevailing market prices, with Jefferies acting as sales agent and earning up to a 3.0% commission on gross sales.

The company plans to use any net proceeds to further accelerate development and production of its next-generation spaceflight fleet, including an additional mothership and third and fourth Delta Class spaceships, and for general corporate purposes such as working capital, administrative needs, potential debt repayment and possible complementary investments or acquisitions.

Rhea-AI Summary

Virgin Galactic Holdings is raising approximately $45.6 million in a registered direct offering of common stock, pre-funded warrants, and the shares issuable upon warrant exercise. The aggregate offering price of the common stock and pre-funded warrants is $45,588,728.57, with pricing based on a volume-weighted average price and a Minimum Price framework, including a Minimum Price of $4.32 per share. Pre-funded warrants carry a de minimis exercise price of $0.0001 per share, are exercisable starting six business days after issuance, and are subject to ownership caps generally set at 4.9%, with an option to increase up to 9.9%.

Concurrently, the company plans a private placement of 9.80% first lien notes due 2028 and additional purchase warrants, and has arranged cash repurchases of a portion of its 2.50% Convertible Senior Notes due 2027. Net proceeds from the registered offering, together with any proceeds from the new notes and purchase warrants, are intended primarily to fund these note repurchases and related costs. The filing highlights risks around potential dilution, higher secured leverage and restrictive covenants, lack of a trading market for the pre-funded warrants, and the possibility that one or more of the interconnected transactions may not close as anticipated.

Rhea-AI Summary

Virgin Galactic Holdings, Inc. is updating its at-the-market stock offering, now covering up to $254,411,271.43 of common stock under its existing Sales Agreement with Jefferies. This reduces the prior capacity of $300,000,000 while keeping the Sales Agreement itself unchanged. From November 6, 2024 through this supplement date, the company has already sold 34,142,965 shares for gross proceeds of $138,259,285.16, leaving $116,151,986.27 available under the supplemented prospectus. The company also plans to file a new registration statement for an additional $45,588,728.57 that may be sold under the same Sales Agreement.

Virgin Galactic plans to use net proceeds to accelerate development and production of its next-generation spaceflight fleet, including an additional mothership and third and fourth Delta Class spaceships, and for general corporate purposes such as working capital and potential debt repayment. Shares may be sold from time to time on the NYSE, where the stock trades under the symbol SPCE and last closed at $4.55 on December 8, 2025. Jefferies will act as sales agent on a best-efforts basis for a commission of up to 3.0% of the gross sales price.