V2X (VVX) major holder sells 2.5M shares at $68.21 but keeps 7.9%

Rhea-AI Filing Summary

V2X, Inc.’s major shareholder group reported a large secondary sale of common stock. On March 12, 2026, Vertex Aerospace Holdco LLC, part of the American Industrial Partners complex, sold 2,545,432 shares of V2X common stock under Rule 144 at $68.21 per share.

After this transaction, the reporting group may be deemed to beneficially own 2,471,854 shares of V2X common stock, representing 7.9% of the 31,173,445 shares outstanding as of February 18, 2026. This ownership includes shares held by Vertex Aerospace Holdco LLC, AIP-related funds, and Lightship Capital LLC, plus shares subject to an irrevocable voting proxy.

Insights

Equity ownership and governance analyst

Large PE-backed holder executes sizable Rule 144 sell-down but retains a meaningful 7.9% stake.

The filing shows that entities affiliated with American Industrial Partners remain significant shareholders in V2X, Inc. After selling 2,545,432 shares at $68.21 per share, they still beneficially own 2,471,854 shares, or 7.9% of the company.

This stake is spread across Vertex Aerospace Holdco LLC, AIP funds, and Lightship Capital LLC, and includes 91,865 shares subject to an irrevocable voting proxy. The use of Rule 144 indicates a resale of existing shares into the market rather than the issuance of new shares by V2X, so the transaction does not directly dilute existing shareholders.

Because the reporting group retains a meaningful position, this looks like a partial exit rather than a full departure. Subsequent ownership updates in future beneficial ownership filings will show whether the group continues to trim its stake or stabilizes around this level.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 10)

V2X, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

(CUSIP Number)

Joel M. Rotroff
450 Lexington Avenue, 40th Floor
New York, NY, 10017
(212) 627-2360

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

03/12/2026

(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).

schemaVersion:

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

American Industrial Partners Capital Fund VI, 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 2,096,434.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,004,569.00

11

Aggregate amount beneficially owned by each reporting person

2,096,434.00

12

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

13

Percent of class represented by amount in Row (11)

6.7 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Row 8, 10 and 11. Includes 2,004,569 shares owned directly by Vertex Aerospace Holdco LLC ("Vertex Holdco") and indirectly by American Industrial Partners Capital Fund VI, L.P. ("AIP Fund VI") and AIPCF VI Vertex Aerospace Funding LP ("Vertex Funding"). Row 8 and 11. Includes 91,865 shares over which Vertex Holdco holds an irrevocable proxy that entitles it to vote the shares with respect to certain matters. See Item 6 of the Original Schedule 13D. Row 13. Based on 31,173,445 shares of Common Stock outstanding as of February 18, 2026, as reported by the Issuer in its Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 23, 2026.

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

AIPCF VI Vertex Aerospace Funding LP

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 2,096,434.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,004,569.00

11

Aggregate amount beneficially owned by each reporting person

2,096,434.00

12

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

13

Percent of class represented by amount in Row (11)

6.7 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Row 8, 10 and 11. Includes 2,004,569 shares owned directly by Vertex Holdco and indirectly by AIP Fund VI and Vertex Funding. Row 8 and 11. Includes 91,865 shares over which Vertex Holdco holds an irrevocable proxy that entitles it to vote the shares with respect to certain matters. See Item 6 of the Original Schedule 13D. Row 13. Based on 31,173,445 shares of Common Stock outstanding as of February 18, 2026, as reported by the Issuer in its Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 23, 2026.

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

Vertex Aerospace Holdco 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 2,096,434.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,004,569.00

11

Aggregate amount beneficially owned by each reporting person

2,096,434.00

12

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

13

Percent of class represented by amount in Row (11)

6.7 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Row 8 and 11. Includes 91,865 shares over which Vertex Holdco holds an irrevocable proxy that entitles it to vote the shares with respect to certain matters. See Item 6 of the Original Schedule 13D. Row 13. Based on 31,173,445 shares of Common Stock outstanding as of February 18, 2026, as reported by the Issuer in its Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 23, 2026.

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

AIPCF VI, 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 2,471,854.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,379,989.00

11

Aggregate amount beneficially owned by each reporting person

2,471,854.00

12

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

13

Percent of class represented by amount in Row (11)

7.9 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Row 8, 10 and 11. Includes (i) 2,004,569 shares owned directly by Vertex Holdco and indirectly by AIP Fund VI and Vertex Funding, and (ii) 375,420 shares owned directly by Lightship Capital LLC ("Lightship"). As described in Item 2 herein, each of AIP Fund VI, Vertex Funding, Vertex Holdco and Lightship are under common control of AIPCF VI, LLC ("AIP GP" and, together with AIP Fund VI, Vertex Funding, Vertex Holdco and Lightship, the "Reporting Persons"). Row 8 and 11. Includes 91,865 shares over which Vertex Holdco holds an irrevocable proxy that entitles it to vote the shares with respect to certain matters. See Item 6 of the Original Schedule 13D. Row 13. Based on 31,173,445 shares of Common Stock outstanding as of February 18, 2026, as reported by the Issuer in its Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 23, 2026.

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

Lightship Capital 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 375,420.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 375,420.00

11

Aggregate amount beneficially owned by each reporting person

375,420.00

12

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

13

Percent of class represented by amount in Row (11)

1.2 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Row 13. Based on 31,173,445 shares of Common Stock outstanding as of February 18, 2026, as reported by the Issuer in its Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 23, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: V2X, Inc.
(c)	Address of Issuer's Principal Executive Offices: 1875 Campus Commons Drive, Suite 305, Reston, VIRGINIA , 20191.
Item 1 Comment: Explanatory Note This Amendment No. 10 to the statement on beneficial ownership on Schedule 13D (this "Amendment No. 10") amends and supplements the information set forth in the Statement on Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission (the "SEC") on July 15, 2022, as amended by Amendment No. 1 thereto filed by the Reporting Persons with the SEC on September 15, 2022, Amendment No. 2 thereto filed by the Reporting Persons with the SEC on September 10, 2024, Amendment No. 3 thereto filed by the Reporting Persons with the SEC on September 16, 2024, Amendment No. 4 thereto filed by the Reporting Persons with the SEC on November 18, 2024, Amendment No. 5 thereto filed by the Reporting Persons with the SEC on May 21, 2025, Amendment No. 6 thereto filed by the Reporting Persons with the SEC on August 13, 2025, Amendment No. 7 thereto filed by the Reporting Persons with the SEC on September 15, 2025, Amendment No. 8 thereto filed by the Reporting Persons with the SEC on November 17, 2025 and Amendment No. 9 thereto filed by the Reporting Persons with the SEC on December 15, 2025 (collectively, the "Original Schedule 13D"). All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Original Schedule 13D. Except as specifically provided herein, this Amendment No. 10 does not modify any of the information previously reported in the Original Schedule 13D.
Item 4.	Purpose of Transaction
	Item 4 of the Original Schedule 13D is hereby amended and supplemented by adding the following immediately prior to the last paragraph thereof: On March 12, 2026, Vertex Holdco sold, pursuant to Rule 144 promulgated under the Securities Act of 1933, as amended (the "Securities Act"), 2,545,432 shares of Common Stock at a price of $68.21 per share.
Item 5.	Interest in Securities of the Issuer
(a)	Paragraphs (a), (b) and (c) of Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety to read as follows: The responses of the Reporting Persons to Rows (7) through (11), and (13) of the cover pages of this Amendment No. 10 are incorporated herein by reference. The Reporting Persons may be deemed to beneficially own an aggregate of 2,471,854 shares of Common Stock. This amount consists of: (i) 2,004,569 shares of Common Stock held directly by Vertex Holdco and indirectly by AIP Fund VI and Vertex Funding; (ii) 375,420 shares of Common Stock held directly by Lightship; and (iii) 91,865 shares of Common Stock over which Vertex Holdco holds an irrevocable proxy that entitles it to vote the shares with respect to certain matters (described further in Item 6 of the Original Schedule 13D, under the header "Shareholders Agreement"). In its capacity as the general partner of each of AIP Fund VI and Credit Opportunity Fund, AIP GP may be deemed to indirectly beneficially own all 2,471,854 shares of Common Stock reported herein. The aggregate percentage of shares of Common Stock reported as beneficially owned by the Reporting Persons was calculated based on 31,173,445 shares of Common Stock issued and outstanding as of February 18, 2026, as reported by the Issuer in its Annual Report on Form 10-K filed with the SEC on February 23, 2026.
(b)	See Item 5(a).
(c)	Except for the transaction reported in Item 4 above, none of the Reporting Persons have effected any transaction in the Common Stock during the past 60 days.

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.

American Industrial Partners Capital Fund VI, L.P.

Signature:	By: AIPCF VI, LLC, its general partner By: /s/ Stan Edme
Name/Title:	Stan Edme, Managing Member and VP
Date:	03/16/2026

AIPCF VI Vertex Aerospace Funding LP

Signature:	By: AIP Vertex GP LLC, its general partner By: /s/ Stan Edme
Name/Title:	Stan Edme, Managing Member and VP
Date:	03/16/2026

Vertex Aerospace Holdco LLC

Signature:	/s/ Joel M. Rotroff
Name/Title:	Joel M. Rotroff, President
Date:	03/16/2026

AIPCF VI, LLC

Signature:	/s/ Stan Edme
Name/Title:	Stan Edme, Managing Member and VP
Date:	03/16/2026

Lightship Capital LLC

Signature:	/s/ Stan Edme
Name/Title:	Stan Edme, VP
Date:	03/16/2026

FAQ

What major transaction did V2X (VVX) shareholders disclose in this Schedule 13D/A amendment?

The amendment reports that Vertex Aerospace Holdco LLC sold 2,545,432 V2X common shares on March 12, 2026. The shares were sold under Rule 144 at a price of $68.21 per share, representing a sizable secondary sale by an existing large shareholder group.

How many V2X (VVX) shares do the reporting persons now beneficially own?

After the transaction, the reporting group may be deemed to beneficially own 2,471,854 V2X common shares. This total includes shares held by Vertex Aerospace Holdco LLC, AIP-related funds, Lightship Capital LLC, and 91,865 shares subject to an irrevocable proxy granting specific voting rights.

What percentage of V2X (VVX) is held by the reporting group in this filing?

The reporting persons disclose beneficial ownership of 7.9% of V2X’s common stock. This percentage is calculated using 31,173,445 shares outstanding as of February 18, 2026, as reported in V2X’s Form 10-K filed with the SEC on February 23, 2026.

Who are the main entities in the V2X (VVX) Schedule 13D/A reporting group?

The group includes American Industrial Partners Capital Fund VI, L.P., AIPCF VI Vertex Aerospace Funding LP, Vertex Aerospace Holdco LLC, AIPCF VI, LLC, and Lightship Capital LLC. These entities are described as being under common control within the American Industrial Partners structure.

Did the V2X (VVX) reporting group trade any other shares in the last 60 days?

The filing states that, except for the March 12, 2026 sale of 2,545,432 shares reported in Item 4, none of the reporting persons have effected any other transactions in V2X common stock during the past 60 days, highlighting this sale as their only recent activity.

How is the V2X (VVX) beneficial ownership structure described for the reporting persons?

The filing explains that 2,004,569 shares are held directly by Vertex Aerospace Holdco LLC, 375,420 shares by Lightship Capital LLC, and 91,865 shares are subject to an irrevocable proxy. AIPCF VI, LLC, as general partner to certain funds, may be deemed to indirectly own all 2,471,854 shares.