SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
May 12, 2022
Date of Report (date of earliest event reported)
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction of incorporation or organization)||(Commission File Number)||(I.R.S. Employer Identification No.)|
3901 N. First Street
San Jose, California
|(Address of Principal Executive Offices)||(Zip Code)|
Registrant's telephone number, including area code
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 (see General Instruction A.2. below):
|☐||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(g) of the Act:
|Title of each class||Trading Symbol(s)||Name of each exchange on which registered|
|Class A common stock||MNTS|
The Nasdaq Capital Market LLC
The Nasdaq Capital Market LLC
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 May 12, 2022, Momentus Inc. (the “Company”) issued a press release announcing that it has completed the integration of its Vigoride Orbital Transfer Vehicle and customer payloads on the SpaceX Falcon 9 launch vehicle that will be used for the Transporter-5 mission targeted for launch this month. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K.
This information and the information contained in Exhibit 99.1 is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in any such filing, regardless of any general incorporation language in the filing.
The Company does not have, and expressly disclaims, any obligation to release publicly any updates or any changes in its expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.
Item 9.01 Financial Statements and Exhibits.
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.
|Dated:||May 12, 2022||Title:||Chief Financial Officer|
Momentus "Go for Launch" for First Vigoride Mission Vigoride Orbital Transfer Vehicle Integrated on SpaceX Falcon 9 Launch Vehicle SAN JOSE, Calif.--(BUSINESS WIRE)--Momentus Inc. (NASDAQ: MNTS), a U.S. commercial space company that plans to offer transportation and other in-space infrastructure services, today announced that it has completed the integration of its Vigoride Orbital Transfer Vehicle and customer payloads on the SpaceX Falcon 9 launch vehicle that will be used for the Transporter-5 mission targeted for launch this month. Momentus recently announced that it has received all the government licenses and approvals from the Federal Aviation Administration, Federal Communications Commission, and the National Oceanic and Atmospheric Administration required for its inaugural launch. "We thank SpaceX for the partnership and cooperation they are providing to support our inaugural Vigoride launch," said Momentus Chief Executive Officer John Rood. "Backbone infrastructure services, like what Momentus intends to offer using Vigoride, can enable better access to space and more dynamic use of the space environment. Our first flight will be one step of many as we look to develop a suite of in-space infrastructure and transportation services to meet the demands of the growing space economy." Momentus' first mission will last up to 180 days. While in orbit, Vigoride will deploy customer payloads and then be put through rigorous tests to push and understand the performance parameters of the vehicle. The mission's primary goals are to test the vehicle, learn from any issues that are encountered, and incorporate lessons learned into future Vigoride spacecraft. In addition to Vigoride, Momentus has purchased a second port on the SpaceX Transporter-5 mission to carry a third-party deployer system with customer payloads. This deployer system allows Momentus to explore other ways to respond to customers' varying needs for orbital delivery services. The deployer is also fully integrated into the Falcon 9 vehicle and ready for flight. “Spaceflight demands the best of technology, and of people,” said Colonel Chris Hadfield, astronaut and Momentus board member. “The superb team at Momentus are excited for this launch, and after extensive design, build and preparation, supremely ready to start testing Vigoride in space.” About Momentus Momentus is a U.S. commercial space company that plans to offer in-space infrastructure services, including in-space transportation, hosted payloads and in-orbit services. Momentus believes it can make new ways of operating in space possible with its planned in-space transfer and service vehicles that will be powered by an innovative water plasma-based propulsion system that is under development. The Company anticipates flying its first Vigoride vehicle to Low Earth Orbit on a third-party launch provider as early as May 2022. Forward-Looking Statements
This press release contains certain statements which may constitute “forward-looking statements” for purposes of the federal securities laws. Forward-looking statements include, but are not limited to, statements regarding Momentus or its management team’s expectations, hopes, beliefs, intentions or strategies regarding the future, projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, and are not guarantees of future performance. Because forward- looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of Momentus’ control. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to risks and uncertainties included under the heading “Risk Factors” in the Annual Report on Form 10-K filed by the Company on March 9, 2022, as such factors may be updated from time to time in our other filings with the Securities and Exchange Commission (the "SEC"), accessible on the SEC’s website at www.sec.gov and the Investor Relations section of our website at investors.momentus.space. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Contacts Investors Darryl Genovesi at email@example.com Media Jessica Pieczonka at firstname.lastname@example.org