SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
September 8, 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 September 8, 2022, Momentus Inc. (the “Company”) issued a press release providing its fifth Mission Update on its inaugural Vigoride mission that launched on May 25, 2022. 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:||September 8, 2022||Title:||Chief Financial Officer|
Momentus First Demonstration Mission Status Update #5 SAN JOSE, Calif.--(BUSINESS WIRE)—September 8, 2022-- Momentus Inc. (NASDAQ: MNTS) ("Momentus" or the "Company"), a U.S. commercial space company that plans to offer transportation and other in-space infrastructure services, today provided its fifth Mission Update on its inaugural Vigoride mission that launched on May 25. Since the Company's last update on August 3, Momentus has successfully deployed an additional payload from its Vigoride orbital transfer vehicle. SelfieSat, a two-unit cubesat developed by Norwegian student space organization Orbit NTNU, was deployed at the end of August. The satellite will be taking a selfie using an external screen and displaying pictures sent by the public while a camera mounted on the SelfieSat arm photographs the screen with the Earth in the background. View a video of the SelfieSat team making contact with its payload here. Momentus initially deployed two FOSSA satellites from its Vigoride orbital transfer vehicle on May 28 and the deployment of four additional FOSSA satellites occurred in July. The Company also deployed one satellite from California State Polytechnic University at Pomona on May 25 from a third-party deployer that flew on a second port of the launch vehicle. A total of eight Momentus customer satellites have now been deployed in low Earth orbit, and two yet-to-be-deployed FOSSA satellites remain on Vigoride. The Company will continue efforts to deploy the remaining payloads. Read all updates from Momentus’ first demonstration mission here. "The Momentus team continues its work to deliver for our customers and learn everything we can from our first demonstration mission," said Momentus Chief Executive Officer John Rood. "We're thrilled that the Orbit NTNU students can conduct their SelfieSat mission, and that FOSSA can continue to expand its IoT constellation. We’re applying the important lessons learned from this mission as we look toward our next demonstration flight targeted for December 2022." Momentus' plans for additional launches of the Vigoride vehicle remain as stated in the Q1 earnings call on May 10, 2022, with agreements signed with SpaceX for launches on every upcoming Transporter mission through 2023. 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. 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. Investors Darryl Genovesi at firstname.lastname@example.org Media Jessica Pieczonka at email@example.com