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2025-07-15
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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):
July 15, 2025
AEROVIRONMENT,
INC.
(Exact name of registrant as specified in its
charter)
Delaware |
|
001-33261 |
|
95-2705790 |
(State
or other jurisdiction of |
|
(Commission
File Number) |
|
(I.R.S.
Employer Identification No.) |
incorporation
or organization) |
|
|
|
|
241
18th Street South, Suite
650 |
|
|
Arlington,
Virginia |
|
22202 |
(Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s telephone number, including
area code: (703) 418-2828
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(b) of the Act:
Title of each class |
Trading
Symbol(s) |
Name
of each exchange on which registered |
Common
Stock, $0.0001 par value |
AVAV |
The
NASDAQ Stock 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 8.01. Other Events.
As previously reported, AeroVironment, Inc. (the “Company”)
completed a firm commitment underwritten public offering of 3,528,226 shares of the Company’s common stock (the “Common Stock
Offering”), on July 3, 2025 based on an offering price of $248.00 per share (the “Offering Price”). In connection
with the Common Stock Offering, the Company granted the underwriters for the Common Stock Offering an option (the “Over-allotment
Option”), exercisable within 30 days after July 1, 2025, to purchase up to an additional 529,234 shares of common stock from
the Company at the Offering Price, less underwriting discounts and other Common Stock Offering expenses, to cover over-allotments. On
July 15, 2025, the Company closed the issuance and sale of 529,234 shares of its common stock pursuant to the underwriters’
full exercise of the Over-allotment Option, generating gross proceeds to the Company of $131.3 million, and net proceeds
of approximately $126.3 million.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit |
|
|
Number |
|
Description |
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
|
AEROVIRONMENT, INC. |
|
|
|
Date: July 15, 2025 |
By: |
/s/ Melissa Brown |
|
|
Melissa Brown |
|
|
Executive Vice President, Chief Legal & Compliance Officer and Corporate Secretary |