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  4. [8-K] SURF AIR MOBILITY INC. Reports Material Event

Surf Air Mobility (SRFM) pays Palantir with 4.76M shares in software deal

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Surf Air Mobility Inc. filed a prospectus supplement to register the issuance of 4,761,905 shares of its common stock. These shares were issued as non-cash consideration to Palantir Technologies Inc. for license fees and related professional services under an existing software license agreement. The company is using this current report to provide the related legal opinion from Gibson, Dunn & Crutcher LLP as Exhibit 5.1, which is incorporated by reference into the registration statement.

Positive

  • None.

Negative

  • None.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Shares registered 4,761,905 shares Common stock issued to Palantir as consideration
Par value per share $0.0001 per share Common stock class registered
Registration statement file number 333-291485 Form S-3 base registration
8-K item Item 8.01 Other Events section used for disclosure
Exhibit 5.1 Legal opinion filed Opinion of Gibson, Dunn & Crutcher LLP
Report date June 26, 2026 Date of Surf Air Mobility’s current report
prospectus supplement regulatory
"filed with the Securities and Exchange Commission a prospectus supplement to the base prospectus"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
registration statement on Form S-3 regulatory
"included in the Company’s registration statement on Form S-3 (File No. 333-291485)"
A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.
Item 8.01 Other Events regulatory
"Item 8.01 Other Events On June 26, 2026, Surf Air Mobility Inc."
software license agreement financial
"pursuant to the Company’s existing software license agreement with Palantir"
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Understanding 8-K Material Events →
false000193622400019362242026-06-242026-06-24

 

 

 

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): June 24, 2026

SURF AIR MOBILITY INC.

(Exact name of registrant as specified in its charter)

Delaware

001-41759

36-5025592

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

12111 S. Crenshaw Blvd.

Hawthorne, CA 90250

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code:

(424) 332-5480

(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, par value $0.0001 per share

SRFM

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 8.01 Other Events

On June 26, 2026, Surf Air Mobility Inc., a Delaware corporation (the “Company”), filed with the Securities and Exchange Commission (the “SEC”) a prospectus supplement to the base prospectus included in the Company’s registration statement on Form S-3 (File No. 333-291485) (the “Registration Statement”) to register the issuance of 4,761,905 shares of the Company’s common stock, par value $0.0001 per share, which the Company issued as consideration for license fees and related professional services rendered by Palantir Technologies Inc. (“Palantir”) pursuant to the Company’s existing software license agreement with Palantir.

 

The Company is filing this Current Report on Form 8-K to provide the legal opinion of its counsel, Gibson, Dunn & Crutcher LLP, which opinion is attached hereto as Exhibit 5.1 and is incorporated by reference herein and in the Registration Statement.

 

 

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit Number

Exhibit Title or Description

5.1

Opinion of Gibson, Dunn & Crutcher LLP

104

Cover Page Interactive Data File (embedded within the Inline XBRL)

1

 

 

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.

SURF AIR MOBILITY INC.

Date: June 26, 2026

By:

/s/ Deanna White

 Name:

Deanna White

 Title:

Chief Executive Officer

2

 

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Surf Air Mobility Inc. (SRFM) disclose in this 8-K filing?

Surf Air Mobility disclosed it filed a prospectus supplement registering 4,761,905 common shares. These shares were already issued to Palantir as consideration for license fees and related professional services under an existing software license agreement.

Why did Surf Air Mobility (SRFM) issue shares to Palantir Technologies?

Surf Air Mobility issued shares to Palantir as consideration for license fees and related professional services. The issuance relates to the company’s existing software license agreement with Palantir, effectively using stock instead of cash to compensate for those services.

What is the purpose of the prospectus supplement mentioned by Surf Air Mobility (SRFM)?

The prospectus supplement registers the issuance of 4,761,905 Surf Air common shares. These shares were used to pay Palantir for license fees and services, bringing the issuance under the company’s existing Form S-3 registration framework with the SEC.

What is the par value of Surf Air Mobility (SRFM) common stock involved here?

The common stock registered in connection with the Palantir transaction has a par value of $0.0001 per share. This par value is a nominal legal amount and does not represent the market price of the shares issued as consideration.

Filing Exhibits & Attachments

2 documents

Other Documents