Form 8-K

8-K — HawkEye 360, Inc.

Accession: 0001750704-26-000018

Filed: 2026-08-13

Period: 2026-08-13

CIK: 0001750704

SIC: 7374 (SERVICES-COMPUTER PROCESSING & DATA PREPARATION)

Item: Results of Operations and Financial Condition

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — hawk-20260813.htm (Primary)

EX-99.1 (exhibit991-earningsrelease.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: hawk-20260813.htm · Sequence: 1

hawk-20260813

FALSE000175070400017507042026-08-132026-08-13

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): August 13, 2026

HawkEye 360, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-43266

47-5078666

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

450 Springpark Place, Suite 500

Herndon, Virginia

20170

(Address of Principal Executive Offices)

(Zip Code)

(571) 203-0360

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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 (see General Instructions 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

HAWK

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 2.02 Results of Operations and Financial Condition.

On August 13, 2026, HawkEye 360, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2026. A copy of this press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

In accordance with General Instruction B.2. of Form 8-K, the information in this Item 2.02, and Exhibit 99.1 hereto, 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 liability of that section, nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, whether made before or after the date hereof, regardless of any incorporation language in such a filing, except as expressly set forth by specific reference in such a filing.

Item 8.01 Other Events

In connection with the initial public offering (the “IPO”) of the common stock, $0.0001 par value, of the Company (the “Common Stock”), all of the Company’s officers, directors, and substantially all of the Company’s holders of outstanding Common Stock at the closing of the IPO were parties to market standoff agreements with the Company and entered into lock-up agreements with the underwriters that restrict their ability to sell or transfer their shares of Common Stock, or otherwise engage in certain transactions related to their shares of Common Stock, for a period of 180 days after May 6, 2026, subject to certain exceptions. Such period is referred to as the “Lock-Up Period”.

Pursuant to the lock-up agreements with the underwriters, if the Lock-Up Period would otherwise be scheduled to end during, or within five trading days prior to, a regularly-scheduled blackout period under the Company’s insider trading policy, and such date is more than 100 days following May 6, 2026, then the Lock-Up Period will instead end on the date that is ten trading days prior to the commencement of such regularly-scheduled blackout period (the “Conditional Early Termination Date”); provided, however, that the Company shall announce the Conditional Early Termination Date through a major news service, or on a Form 8-K, at least two trading days in advance of the Conditional Early Termination Date.

The Lock-Up Period is scheduled to end at the close of business on November 2, 2026, which falls within the Company’s quarterly blackout period. Therefore, under the lock-up agreements, all of the shares of Common Stock subject to the lock-up agreements will be automatically released at the close of business on the tenth trading day immediately prior to the beginning of the blackout period. Ten trading days immediately prior to the beginning of the Company’s next quarterly blackout period is September 1, 2026. As a result, on September 2, 2026, all of the shares of Common Stock subject to the lock-up agreements will become eligible for sale in the public market (subject to applicable trading limitations on shares held by affiliates of the Company, continued vesting of any unvested equity awards as of such date, and the Company’s insider trading policies). This Form 8-K is intended to satisfy the notice requirements set forth in the lock-up agreements.

Item 9.01 Financial Statements and Exhibits.

Exhibit No. Description

99.1

Press release issued by the Company on August 13, 2026

104 The cover page from the Company’s Form 8-K filed on August 13, 2026, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HawkEye 360, Inc.

Dated: August 13, 2026

By:

/s/ Michael Turner

Michael Turner

Chief Legal Officer

EX-99.1

Filename: exhibit991-earningsrelease.htm · Sequence: 2

Document

HawkEye 360 Announces Second Quarter 2026 Financial Results

Revenue of $49.8 million, up 87% compared to the prior-year period of $26.6 million

Achieved record international revenue of $21.0 million, up 134% compared to the prior-year period

Successfully closed an initial public offering (“IPO”) in May 2026, raising $437.5 million in net proceeds

Backlog of $292.2 million as of June 30, 2026

HERNDON, VA., – August 13, 2026 – HawkEye 360, Inc. (NYSE: HAWK) ("HawkEye 360" or "the Company"), a global leader in signals intelligence data and analytics, today announced its financial results for the second quarter ended June 30, 2026.

"Our second quarter results reflect HawkEye 360's continued growth as a premier defense technology company and the strength of demand for our RF signals intelligence solutions, as governments around the world increasingly prioritize space-enabled intelligence, surveillance and electronic warfare capabilities." said Chief Executive Officer John Serafini. "We delivered another quarter of strong revenue growth, including record international revenue, reflecting the acceleration of our business model and increasing adoption of our RF signals intelligence solutions among defense, intelligence and allied government customers worldwide, particularly in areas of geopolitical tension where high-quality signals intelligence is exceptionally valuable.”

Mr. Serafini continued, "We are seeing great momentum across the business heading into the back half of the year, with strong tailwinds from growing global demand for space-based RF intelligence. Our next phase of constellation growth with Clusters 15 and 16, and our first cluster of Block 3 Kestrel satellites, are expected to further expand our collection capacity and global coverage. Additionally, we are seeing the benefits of our integration with ISA’s algorithms which have enhanced our processing latency and military radar product solutions with greater automation. With this momentum, HawkEye 360 is well positioned to capitalize on the growing importance of RF intelligence and electronic warfare capabilities in today's evolving global security environment. We continue to invest meaningfully in our best-in-class signals intelligence platform, exceptional team, and differentiated go-to-market capabilities to drive profitability and shareholder value."

Second Quarter 2026 Financial Highlights:

•Revenue of $49.8 million, up 87% compared to the prior-year period of $26.6 million.

•Achieved record international revenue of $21.0 million, up 134% compared to the prior-year period of $9.0 million.

•Recorded a net loss of $15.3 million, compared to net income of $1.6 million in the prior year period.

•Realized Adjusted EBITDA, a non-GAAP metric, of $7.0 million, compared to $7.8 million in the prior-year period.

•Recognized net cash provided by operating activities of $11.6 million and Free Cash flow, a non-GAAP metric, of $5.4 million, compared to $4.6 million and $(1.3) million, respectively, in the prior-year period.

•Confirmed backlog of $292.2 million as of June 30, 2026, compared to $285.0 million as of March 31, 2026.

•Successfully closed an IPO in May 2026, raising $437.5 million in net proceeds.

Second Quarter 2026 and Recent Business Highlights:

•Announced a multi-year contract to provide the Indian Navy and regional partner nations with the Company’s space-based RF data and analytics to enhance maritime domain awareness across the Indian Ocean Region. The award expands the Company's support of the Indo-Pacific Maritime Domain Awareness initiative and further demonstrates growing international adoption of HawkEye 360's RF intelligence capabilities.

•Demonstrated commercial-enabled track custody alongside Lockheed Martin during Valiant Shield 2026, a U.S. Pacific Command biennial field training exercise, achieving record latency speeds, validating the Company’s ability to tactically enable the warfighter in real operational conditions, an early step toward supporting missions that require precise, continuously updated location data to guide long-range weapons systems.

•Announced that ISA, was selected by the U.S. Space Force's Space Rapid Capabilities Office for a Small Business Innovation Research Direct-to-Phase II award to develop an adaptable radar-warning sensor payload to enhance space domain awareness in geosynchronous orbit.

•Achieved Full Operational Capacity for the Company's Cluster 14 satellites, launched in March 2026, completing the shortest commissioning period in HawkEye 360's history and further expanding the Company's space-based signals intelligence constellation and collection capacity to support growing defense, maritime and national security customer missions worldwide.

•Announced a contract award from NASA's Commercial Crew and Commercial Low Earth Orbit Development Programs to supply the Company's RFIQ™ data product in support of research on resilient, secure space-to-space communications for future commercial spacecraft missions.

•Entered into a new $125.0 million revolving credit facility maturing in May 2031, enhancing liquidity and financial flexibility to support continued investment in the Company's space-based RF data and analytics platform, constellation expansion, product innovation and broader strategic growth initiatives.

Full Year 2026 Outlook

For full-year 2026, the Company expects total revenue of between $215.0 million and $220.0 million, and non-GAAP Adjusted EBITDA of between $30.0 million and $36.0 million.

The Company has not reconciled its non-GAAP Adjusted EBITDA outlook to the most directly comparable GAAP measure because certain reconciling items, such as stock-based compensation, change in fair value of warrant liabilities, and depreciation and amortization, are uncertain or out of the Company’s control and cannot be reasonably predicted. The actual amount of these expenses will have a significant impact on the Company’s future GAAP financial results. Accordingly, a reconciliation of the Company’s non-GAAP Adjusted EBITDA outlook to the most comparable GAAP measures is not available without unreasonable efforts.

Second Quarter 2026 Earnings Conference Call:

The Company will hold a conference call today, August 13, 2026, at 4:30 PM ET. The call can be accessed by dialing 1-877-407-0792 (U.S. participants) or 1-201-689-8263 (International participants). Participants can also listen to a live webcast of the call by going to the Investors section on HawkEye’s website at

https://investors.he360.com/. A replay of the call will be available starting on Friday, August 14, 2026, at 11:30 AM ET by dialing 1-844-512-2921 (U.S.) or 1-412-317-6671 (International) and entering the conference ID number: 13761675. The replay will be available through Thursday, August 27, 2026, at 11:59 PM ET.

About HawkEye 360

HawkEye 360 is equipping defense, intelligence and national security leaders with mission-critical signals intelligence to enable faster, better decision-making. By detecting, geolocating and characterizing radio-frequency emissions worldwide, HawkEye 360 delivers trusted domain awareness and early-warning indicators to the US Government and allied partners. Our space-based collection, proprietary signal processing and AI-powered analytics transform knowledge of RF spectrum into a strategic advantage. Proven by operational mission success, HawkEye 360 is redefining how signals intelligence strengthens national and global security.

Non-GAAP Financial Measures

In addition to the financial information prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company reports Adjusted EBITDA and Free Cash Flow, which are non-GAAP financial measures. The Company defines Adjusted EBITDA as net income (loss) before interest income, interest expense, income tax expense or benefit, depreciation and amortization, as well as significant non-cash

and/or non-recurring expenses that are not considered part of the Company's operations and revenue-generating activities, or are nonrecurring or infrequent in nature. Management believes these items are not useful in evaluating the Company’s core operating performance. These items include, but are not limited to, stock-based compensation expense; acquisition-related costs, one-time costs related to the IPO, settlements, net of related legal expenses, changes in fair value of contingent and deferred consideration, changes in fair value of warrant liabilities, and gains or losses on extinguishment of debt. The Company defines Free Cash Flow as net cash provided by (used in) operating activities less purchases of satellites, property, and equipment.

The Company uses Adjusted EBITDA and Free Cash Flow in conjunction with other GAAP measures to evaluate the effectiveness of its business strategies, make strategic decisions, and communicate with its board of directors and investors concerning its financial performance. The Company uses these non-GAAP financial measures to assess its financial performance because they allow the Company to compare its operating performance on a consistent basis across periods by removing the effects of its capital structure (such as varying levels of interest expense and income), asset base (such as depreciation and capital expenditures) and other items (such as non-recurring or non-cash costs) that impact the comparability of financial results from period to period.

The Company believes that the presentation of these non-GAAP financial measures will provide useful information to investors and analysts in assessing its financial performance and results of operations across reporting periods by excluding items it does not believe are indicative of its core operating performance. Net Income (Loss) is the U.S. GAAP measure most directly comparable to Adjusted EBITDA. Net cash provided by (used in) operating activities is the U.S. GAAP measure most directly comparable to Free Cash Flow. Reconciliations of these non-GAAP measures to the most comparable GAAP measures are presented below under the headings "Reconciliation of Net Income (Loss) to Adjusted EBITDA" and "Reconciliation of Net Cash Provided By (Used In) Operating Activities to Free Cash Flow.” The Company’s non-GAAP financial measures should not be considered as an alternative to the most directly comparable U.S. GAAP financial measure. You are encouraged to evaluate each of these adjustments and the reasons management considers them appropriate for supplemental analysis.

In evaluating Adjusted EBITDA and Free Cash Flow, you should be aware that in the future the Company may incur expenses that are the same as or similar to some of the adjustments in such presentation. The Company’s presentation of these non-GAAP financial measures should not be construed as an inference that its future results will be unaffected by unusual or non-recurring items. The Company may modify the presentation of Adjusted EBITDA and Free Cash Flow in the future, and any such modification may be material. Adjusted EBITDA and Free Cash Flow have important limitations as analytical tools, and you should not consider these non-GAAP financial measures in isolation or as a substitute for analysis of the Company’s operating results as reported under U.S. GAAP. Adjusted EBITDA and Free Cash Flow may be defined differently by other companies in the Company’s industry and may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

Other Key Metric

Backlog is a key measure of the Company’s business. The Company’s backlog supports predictable revenue expansion through a recurring model, enabling forward revenue visibility. Management uses backlog to more effectively forecast the Company's future business and results, which supports decisions around capital allocation. It also helps the Company identify future growth or operating trends that may not otherwise be apparent. The Company also believes backlog is useful for investors in forecasting the Company's future results and understanding the growth of its business.

The Company’s backlog represents the portion of legally binding contracts that are expected to result in future revenue. Backlog may also include change orders for any contracts that have been formally contracted. This includes firm contracts that contain remaining performance obligations, including the cancellable portion of the contract value for contracts that provide the customer with a right to terminate for convenience without incurring a substantive termination penalty. Backlog also can include up to the remaining ceiling on single award IDIQ contracts where no task orders have been issued. Backlog excludes the value of unexercised options to extend contracts, the value of multi-award IDIQ contracts, and the value of any contracts, or a portion

thereof, where management deems execution to be unlikely to result in revenue due to customer-specific or other factors.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical fact, including statements regarding the Company's liquidity and financial flexibility, the Company’s financial outlook for the year ended December 31, 2026, the Company’s expected constellation growth and increased collection capacity, the Company’s expanding international presence, the Company continuing to scale the business and growing customer demand, are forward-looking statements and represent the Company's views as of the date of this press release. The words "will," "expects," "plans," "could," "would," "believes," "anticipates," "intends," "may," "continue," "estimate," or similar expressions are intended to identify forward-looking statements. The Company has based these forward-looking statements on its current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number of assumptions and risks and uncertainties, many of which involve factors or circumstances that are beyond the Company's control that could affect its financial results. These risks and uncertainties are detailed in the sections titled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, to be filed with the Securities and Exchange Commission (the “SEC”) on August 14, 2026, and other filings that the Company makes from time to time with the SEC, which are available on the SEC's website at sec.gov. Moreover, the Company operates in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for management to predict all risks, nor can the Company assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements the Company may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated or implied in any forward-looking statements. Except as required by law, the Company is under no obligation to update these forward-looking statements subsequent to the date of this press release, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.

HawkEye 360, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands, except per share and share amounts)

As of June 30, 2026 As of December 31, 2025

Assets

Current assets:

Cash and cash equivalents $ 503,355 $ 92,686

Contract accounts receivable 45,868 32,320

Contract accounts receivable from related parties — 20,969

Other accounts receivable 415 21

Inventory 4,275 4,025

Contract assets 12,550 4,639

Contract assets from related parties — 4,748

Prepaid expenses and other current assets 6,689 9,183

Total current assets 573,152 168,591

Long-term assets:

Satellites, property and equipment, net 131,497 110,873

Intangibles, net 32,251 35,973

Goodwill 117,958 116,866

Operating lease - right-of-use-assets 15,672 15,403

Deposits 26,032 35,932

Restricted cash 4,987 4,587

Other long-term assets 2,673 1,715

Total long-term assets 331,070 321,349

Total assets $ 904,222 $ 489,940

Liabilities, mezzanine equity and stockholders’ equity (deficit)

Current liabilities:

Accounts payable 14,394 18,486

Accrued expenses and other current liabilities 18,274 5,017

Accrued compensation payable 7,648 10,511

Contract liabilities 14,639 3,262

Current tax payable 286 —

Current portion of operating lease liabilities 3,266 3,437

Total current liabilities 58,507 40,713

Long-term liabilities:

Long-term debt, net of unamortized debt issuance cost — 46,315

Long term contract liabilities 18,985 19,892

Other liabilities 17,558 23,800

Deferred tax liabilities 945 977

Warrant liabilities — 4,267

Operating lease liabilities, net of current portion 13,409 12,893

Total long-term liabilities 50,897 108,144

Total liabilities $ 109,404 $ 148,857

Commitments and contingencies – Note 15

Mezzanine equity:

Redeemable, convertible preferred stock Series A – $0.0001 par value, 0 and 24,947,154 shares authorized at June 30, 2026, and December 31, 2025, respectively, and 0 and 24,947,154 shares issued and outstanding at June 30, 2026, and December 31, 2025, respectively

$ — $ 34,174

Redeemable, convertible preferred stock Series B – $0.0001 par value, 0 and 11,574,841 shares authorized at June 30, 2026, and December 31, 2025, respectively, and 0 and 11,574,841 shares issued and outstanding at June 30, 2026, and December 31, 2025, respectively

— 66,442

Redeemable, convertible preferred stock Series C – $0.0001 par value, 0 and 6,960,439 shares authorized at June 30, 2026, and December 31, 2025, respectively, and, 0 and 6,960,439 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

— 48,761

Redeemable, convertible preferred stock Series D – $0.0001 par value, 0 and 12,857,720 shares authorized at June 30, 2026, and December 31, 2025, respectively, and 0 and 12,857,720 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

— 136,715

Redeemable, convertible preferred stock Series D-1 –$0.0001 par value, 0 and 6,085,161 shares authorized at June 30, 2026, and December 31, 2025, respectively, and 0 and 6,085,161 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

— 58,894

Redeemable, convertible preferred stock Series E – $0.0001 par value, 0 and 14,578,457 shares authorized at June 30, 2026, and December 31, 2025, respectively, and 0 and 5,567,364 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

— 102,600

Total mezzanine equity $ — $ 447,586

Stockholders’ equity (deficit):

Common stock - $.0001 par value, 2,000,000,000 shares authorized and 97,960,719 shares issued and outstanding at June 30, 2026 and 111,000,000 shares authorized and 4,168,374 shares issued and outstanding at December 31, 2025.

$ 10 $ 2

Additional paid-in-capital 964,916 39,336

Accumulated deficit

(170,108) (145,841)

Total stockholders' equity (deficit) 794,818 (106,503)

Total liabilities, mezzanine equity, and stockholders’ deficit $ 904,222 $ 489,940

HawkEye 360, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations (Unaudited)

(in thousands, except per share and share amounts)

Three months ended June 30, Six months ended June 30,

2026 2025 2026 2025

Revenue

$ 48,441 $ 23,168 $ 93,382 $ 41,053

Revenue from related parties

1,369 3,458 6,226 8,575

Total revenue

49,810 26,626 99,608 49,628

Operating expenses:

Direct cost of sales, excluding depreciation and amortization

14,850 4,988 30,930 9,859

Indirect cost of sales and other expenses, excluding depreciation and amortization

4,608 321 8,948 669

Selling, general and administrative

25,011 8,805 43,122 16,740

Research and development

8,244 5,860 17,415 12,766

Depreciation and amortization

8,643 5,856 16,356 10,856

Total operating expenses

61,356 25,830 116,771 50,890

Income (loss) from operations

(11,546) 796 (17,163) (1,262)

Other income (expense):

Interest income

2,869 948 3,669 1,854

Interest expense

(919) (17) (2,251) (35)

Loss from changes in fair value of financial liabilities

(2,778) — (5,701) —

Loss from extinguishment of debt (2,729) — (2,729) —

Other income (expense), net

100 (116) 163 (537)

Total other income (expense), net

(3,457) 815 (6,849) 1,282

Income (loss) before benefit for income taxes

(15,003) 1,611 (24,012) 20

Income tax expense

(275) — (255) —

Net income (loss)

$ (15,278) $ 1,611 $ (24,267) $ 20

Preferred stock dividend

10,925 (554) 10,376 (1,103)

Income allocated to participating securities

— (945) — —

Net income (loss) attributable to common shareholders

$ (4,353) $ 112 $ (13,891) $ (1,083)

Net income (loss) per share of common stock, basic

$ (0.07) $ 0.02 $ (0.39) $ (0.15)

Net income (loss) per share of common stock, diluted

$ (0.07) $ 0.01 $ (0.39) $ (0.15)

Weighted-average shares outstanding, basic

61,924,756 7,392,011 35,290,038 7,312,496

Weighted-average shares outstanding, diluted

61,924,756 12,225,610 35,290,038 7,312,496

HawkEye 360, Inc. and Subsidiaries

Consolidated Statement of Cash Flows (Unaudited)

(in thousands)

Six months ended June 30,

2026 2025

Cash flows from operating activities

Net income (loss) $ (24,267) $ 20

Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization 16,356 10,856

Amortization of debt issuance costs and other noncash debt costs 494 34

Fair value loss on revaluation of warrants 4,471 537

Fair value loss on revaluation of deferred consideration 1,500 —

Fair value gain on revaluation of contingent consideration (270) —

Loss from extinguishment of debt 2,729 —

Stock-based compensation 9,849 1,830

Amortization of operating lease right-of-use assets 2,161 2,164

Realized gain (loss) on short-term investments — (12)

Changes in operating assets and liabilities, net of effect of acquisitions:

Contract accounts receivable (13,548) (6,356)

Contract accounts receivable from related parties 20,969 (1,401)

Other accounts receivable (394) (6)

Contract assets (4,907) (511)

Contract assets from related parties 1,212 1,087

Prepaid expenses and other assets (9,573) (1,317)

Operating lease liabilities (2,085) (2,118)

Accounts payable (6,856) (7,589)

Current tax payable 286 —

Accrued expenses and other liabilities 2,653 (2,215)

Deferred tax liabilities (32) —

Accrued compensation payable (2,863) —

Contract liabilities 10,470 2,116

Net cash provided by (used in) operating activities

8,355 (2,881)

Cash flows from investing activities

Proceeds from redemption of short-term investments

— 39,716

Purchase of satellites, property and equipment

(10,295) (9,139)

Net cash provided by (used in) investing activities

(10,295) 30,577

Cash flows from financing activities

Payment of debt issuance cost (85) —

Exercise of warrants 202 —

Exercise of stock options 3,647 27

Proceeds from common stock in initial public offering 478,400 —

Payment of offering costs, including underwriting commissions (37,770) —

Repayment of term loans (49,453) —

Proceeds from issuance of preferred stock 18,774 —

Payment of preferred stock issuance costs (706) —

Net cash provided by (used in) financing activities 413,009 27

Net increase in cash, cash equivalents and restricted cash

411,069 27,723

Cash, cash equivalents and restricted cash, beginning of period 97,273 71,766

Cash, cash equivalents and restricted cash, end of period $ 508,342 $ 99,489

Reconciliation of cash, cash equivalents and restricted cash

Cash and cash equivalents 503,355 94,902

Restricted cash 4,987 4,587

Total cash, cash equivalents and restricted cash at the end of the period $ 508,342 $ 99,489

Six months ended June 30,

2026 2025

Supplemental disclosures of cash flow information

Cash paid for interest $ 1,198 $ —

Operating cash outflows – payment on operating leases 2,725 1,703

Operating lease right-of-use assets obtained in exchange for lease liabilities 2,430 —

Non-cash investing and financing activities

Conversion of warrant liabilities to additional paid-in-capital , including those settled in the IPO 8,737 —

Conversion of redeemable convertible preferred stock to common stock 465,654 —

Reclassification of deposits to satellites, property and equipment 20,922 —

Fixed assets in accounts payable at period end 2,041 —

Payment of offering costs, including underwriting commissions, in accounts payable at period end 3,131 —

Interest paid in kind 189 —

Reconciliation of Net Income (Loss) to Adjusted EBITDA

The following table presents a reconciliation of Net Income (loss), the most directly comparable financial measure presented in accordance with U.S. GAAP, to Adjusted EBITDA:

Three months ended June 30, Six months ended June 30,

(in thousands) 2026 2025 2026 2025

Net income (loss)

$ (15,278) $ 1,611 $ (24,267) $ 20

Adjusted for:

Interest income (2,869) (948) (3,669) (1,854)

Interest expense 919 17 2,251 35

Income tax expense

275 — 255 —

Depreciation and amortization 8,643 5,856 16,356 10,856

Stock-based compensation 7,516 1,000 9,849 1,830

Acquisition costs(1)

817 — 1,592 —

One-time costs related to IPO(2)

1,512 — 3,585 —

Settlements, net of related legal expenses(3)

— 182 50 257

Change in fair value of contingent and deferred consideration 600 — 1,230 —

Change in fair value of warrant liabilities 2,178 116 4,471 537

Loss on extinguishment of debt 2,729 — 2,729 —

Adjusted EBITDA $ 7,042 $ 7,834 $ 14,432 $ 11,681

(1)Represents costs for legal, advisory fees and other costs incurred in connection with the December 2025 ISA Acquisition.

(2)Represents costs incurred related to the IPO that do not meet the direct and incremental criteria per SEC Staff Accounting Bulletin Topic 5.A to be netted against the gross proceeds of the offering and that are not expected to recur in the future.

(3)Represents costs for legal fees and settlement related to litigation initiated by us against a third party, which are not part of our ordinary legal expenses and not reflective of our core operating performance.

Reconciliation of Net Cash Provided by (Used in) Operating Activities to Free Cash Flow

The following table presents a reconciliation of net cash (used in) provided by operating activities, the most directly comparable financial measure presented in accordance with U.S. GAAP, to Free Cash Flow:

Three months ended June 30, Six months ended June 30,

(in thousands) 2026 2025 2026 2025

Net cash provided by (used in) operating activities

11,629 $ 4,597 8,355 $ (2,881)

Purchases of satellites, property, and equipment (6,240) (5,945) (10,295) (9,139)

Free Cash Flow $ 5,389 $ (1,348) $ (1,940) $ (12,020)

Investor Contact:

Tom Cook

Managing Director

ICR Inc.

HE360@icrinc.com

Media Contact:

Stacey Bruzzese

Director of Communications

Stacey.Bruzzese@he360.com | 603.490.6898

SOURCE HawkEye 360 Inc.

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