Form 8-K

8-K — BETA Technologies, Inc.

Accession: 0001628280-26-055933

Filed: 2026-08-12

Period: 2026-08-12

CIK: 0001784570

SIC: 3721 (AIRCRAFT)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — bta-20260812.htm (Primary)

EX-99.1 (a2026q2earningsrelease.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: bta-20260812.htm · Sequence: 1

bta-20260812

0001784570FALSE00017845702026-08-122026-08-12

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 12, 2026

______________________________

BETA Technologies, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-42932 83-1276474

(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

1150 Airport Drive

South Burlington,Vermont

05403

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (802) 281-3623

Not Applicable

(Former name or former address, if changed since last report)

______________________________

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ 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

Class A common stock, par value $0.0001 per share

BETA The 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 12, 2026, BETA Technologies, Inc. (the “Company”) issued a press release announcing its financial and operating results for the quarter ended June 30, 2026. In the press release, the Company also announced that it will hold a conference call on August 12, 2026 to discuss its financial and operating results for the quarter ended June 30, 2026. The full text of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

This information is intended to be furnished under Item 2.02 of Form 8-K, “Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed with this Current Report on Form 8-K:

Exhibit No. Description of Exhibits

99.1

Press release dated August 12, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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.

BETA Technologies, Inc.

Date: August 12, 2026 /s/ Herman Cueto

Herman Cueto

Chief Financial Officer

EX-99.1

Filename: a2026q2earningsrelease.htm · Sequence: 2

Document

BETA Technologies, Inc. Announces Second Quarter 2026 Results

Delivered strong revenue growth and continued momentum across its commercial, defense and integrated aerospace platform.

SOUTH BURLINGTON, Vt. – August 12, 2026 – BETA Technologies, Inc. (NYSE: BETA) (“BETA” or the “Company”), an aerospace and defense company, today announced its financial and operating results for the second quarter ended June 30, 2026.

“This quarter showed that the investments made across the business continue to translate into real-world operations and delivered tangible results,” said Kyle Clark, founder and chief executive officer of BETA. “We became the first company to launch operations under the eVTOL Integration Pilot Program, demonstrated hybrid-electric flight at commercial altitude with GE Aerospace, unveiled the MV250 for defense applications, and continued to grow our backlog. Each of these milestones builds on the same integrated foundation: certification, operational experience, infrastructure, and vertically integration. Progress in one program strengthens the others, accelerating our ability to serve commercial and defense customers as we scale.”

Business Highlights

•Unveiled the MV250 Aircraft: Launched BETA’s first hybrid-electric autonomous vertical takeoff and landing aircraft at the Farnborough International Airshow. Built on BETA’s common platform, the MV250 combines autonomous operations with hybrid-electric propulsion developed alongside GE Aerospace, accelerating technologies that will benefit both defense and commercial aircraft maximizing the total addressable market.

•Achieved World’s First High-Altitude Hybrid-Electric Flight: Collaborated with GE Aerospace, NASA, and Boeing through NASA’s Electrified Powertrain Flight Demonstration program to complete the first hybrid-electric flight above 30,000 feet, reaching the altitudes at which commercial passenger aircraft operate. In addition to supporting flight testing in the U.S., the aircraft was flown by BETA pilots to Farnborough and in the airshow, showing the viability of hybrid-electric propulsion for aviation.

•Completed Industry’s First eIPP Flights: Launched the first operations under the U.S. Department of Transportation and Federal Aviation Administration’s (“FAA”) eVTOL Integration Pilot Program, with BETA operating its conventional takeoff and landing ALIA aircraft to transport manufactured organs with United Therapeutics utilizing the Company’s existing airport charging network. This milestone reinforces BETA’s leadership in Advanced Air Mobility through proven operational experience and close collaboration with the FAA.

•Expanded Charging Infrastructure: Grew BETA’s network to 138 charging sites, while announcing the deployment of up to 250 charging sites, including airports and vertiports in California, Texas, Florida, and New York under the America’s Consortium for Electric Skyways (“ACES”) with Archer Aviation and Macquarie Capital. ACES reinforces BETA’s strategy of building the industry’s leading interoperable charging network while generating infrastructure revenue today.

•Advanced Certification Across BETA’s Common Platform: Reached agreement with the FAA on the H500A’s continued-rotation compliance approach, completed durability and lightning-strike teardowns with strong results and substantially completed software requirements-based testing, with formal FAA testing underway. For the CX300, BETA closed the Requirements Definition phase, receiving FAA acceptance of the aircraft’s complete set of compliance requirements and creating meaningful carryover to the A250 program.

•Strengthened Commercial Backlog: Following successful cargo flight demonstrations completed across Scotland, Loganair signed a term sheet for five CX300 aircraft, with options for five additional aircraft. The order demonstrates BETA’s strategy of proving aircraft performance through real-world operations that convert directly into commercial demand.

Financial Highlights

•Q2 Revenues of $14.7 million

•Q2 Net loss of ($148.8) million

•Q2 Adjusted EBITDA of ($109.8) million

Second Quarter 2026 Key Financial Metrics

(in thousands)

Three Months Ended

June 30,

2026 2025

Revenues $ 14,658 $ 5,966

Cost of revenues 6,637 1,190

Gross margin 8,021 4,776

Research and development 122,365 58,035

General and administrative 43,774 26,061

Total operating expenses 166,139 84,096

Loss from operations (158,118) (79,320)

Net loss

(148,753) (80,416)

Adjusted EBITDA(1)

(109,810) (68,394)

Capital expenditures(2)

41,113 6,025

Cash and cash equivalents

1,479,470 174,531

(1) In addition to results determined in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release contains financial measures that are not calculated and presented in accordance with GAAP. See “Non-GAAP Financial Measures” for definitions of these non-GAAP financial measures. A reconciliation of the non-GAAP measures to their related GAAP measures can be found in the supplemental tables later in this press release.

(2) Represents purchases of property and equipment.

Revenues for the quarter ended June 30, 2026 were $14.7 million, compared to $6.0 million for the quarter ended June 30, 2025. Product revenues and service revenues were $3.3 million and $11.4 million, respectively.

Operating expenses for the quarter ended June 30, 2026 were $166.1 million, including research and development expenses of $122.4 million. Non-cash warrant expense related to the collaborative arrangement with GE Aerospace of $5.7 million and in-process research and development (“IPR&D”) expense of $16.1 million related to an acquisition, were both embedded in research and development expenses in the quarter. Investments in research and development enable our certification programs and the further advancement of our enabling technologies.

Net loss and Adjusted EBITDA for the quarter ended June 30, 2026 were ($148.8) million and ($109.8) million, respectively.

Capital expenditures for the quarter ended June 30, 2026 were $41.1 million, compared to $6.0 million for the quarter ended June 30, 2025. Cash and cash equivalents totaled $1,479.5 million as of June 30, 2026,

compared to $174.5 million as of June 30, 2025, as a result of successful private financings and the proceeds from our IPO.

Financial Outlook

BETA increases our full year 2026 revenues to be in the range of $42 million to $50 million and updates full year 2026 Adjusted EBITDA to be in the range of ($400) million to ($445) million.

BETA has not reconciled our forward-looking Adjusted EBITDA guidance because certain items that impact this non-GAAP metric are uncertain or out of BETA’s control and cannot be reasonably predicted. In particular, stock-based compensation expense is impacted by the future fair market value of BETA’s Class A common stock, BETA’s future hiring needs, and other factors, all of which are difficult to predict, subject to frequent change, or not within BETA’s control. The actual amount of these expenses during 2026 could materially affect BETA’s future GAAP financial results. Accordingly, a reconciliation of this forward-looking non-GAAP metric is not available without unreasonable effort.

Webcast and Conference Call Details

BETA will host a live webcast and conference call at 8:30 am ET today to discuss the quarter’s financial and operating results. A link to the live webcast and supporting materials can be accessed on the Company’s Investor Relations website and a replay webcast will be available following the call. Participants may also join the conference call by registering on our Investors Relations website.

Investors should note that BETA may use our website (investors.beta.team) and BETA’s company account on Instagram and LinkedIn as a means of disclosing information and for complying with BETA’s disclosure obligations under Regulation FD. The information BETA provides through these channels may be deemed material. Investors should monitor these channels in addition to reviewing BETA’s press releases, SEC filings, and public conference calls.

About BETA Technologies, Inc.

BETA (NYSE: BETA) is an aerospace and defense company designing, manufacturing and selling high-performance electric aircraft, advanced electric propulsion systems, components and charging systems to top operators worldwide. BETA has built and flown its family of ALIA aircraft, consisting of both conventional fixed-wing electric aircraft (the “ALIA CTOL”) and electric vertical takeoff and landing aircraft (the “ALIA VTOL”), more than 190,000 nautical miles, including multiple trips across the United States. BETA is deploying a network of charging infrastructure to enable the growing industry with more than 130 sites across the United States and internationally. BETA’s intentional approach to developing the enabling technologies necessary to electrify aviation unlocks lucrative aftermarket revenue opportunity over the life of each aircraft. These highly scalable enabling technologies allow BETA to serve a customer base across cargo and logistics, defense, passenger and medical end markets and unlock cost-effective and safe missions. Visit www.beta.team for more information about BETA and its products.

Contacts

Media:

Nat Bol, external communications

press@beta.team

Investor Relations:

Devon Rothman, head of investor relations and FP&A

investors@beta.team

Forward Looking Statements

This press release and the accompanying earnings call contain forward-looking statements within the meaning of federal securities laws. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Examples of forward-looking statements include, among others, statements we make regarding our future financial and operating performance, including our outlook and guidance; our regulatory outlook, progress and timing; our business strategy, plan, objectives, and goals; capital needs and the growth of our operations, manufacturing capabilities, and supporting infrastructure for aircraft development and deployment; plans and anticipated benefits with respect to our collaborations with third parties, and projected demand for our aircraft, other products, and services.

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 our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, factors described throughout the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (the “SEC”) on March 9, 2026, as such descriptions may be updated or amended by the factors that will be included in the future reports we file with the SEC. Moreover, we operate in a very competitive and rapidly changing environment, and new risks and uncertainties may emerge that could have an impact on the forward-looking statements contained in this press release and the accompanying earnings call.

Any forward-looking statement made by us in this press release and the accompanying earnings call is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement whether as a result of new information, future developments or otherwise.

Non-GAAP Financial Measures

In addition to traditional financial metrics, we use EBITDA and Adjusted EBITDA to help us evaluate our business.

We define EBITDA as net loss adjusted for interest income, interest expense, provision for income taxes, and depreciation and amortization. We define Adjusted EBITDA as EBITDA adjusted for stock-based compensation, warrant expense, acquisition-related expense, loss on disposal of property and equipment, and IPO costs.

We believe that these non-GAAP measures provide useful information to investors because they allow for greater transparency into what measures we use in operating our business and measuring our performance and enable comparison of financial trends and results between periods where items may vary independent of business performance. These non-GAAP measures are presented for supplemental informational purposes and should not be considered as substitutes for or superior to financial information presented in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they

exclude certain expenses that are required by GAAP to be recorded in our financial statements and they are subject to inherent limitations as they reflect the exercise of judgment by our management about which expenses are excluded or included in determining these non-GAAP financial measures. Further, non-GAAP financial measures are not standardized. It may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures. In addition, investors are encouraged to review our consolidated financial statements included in our filings with the SEC in their entirety and not rely solely on any single financial measure.

We caution readers that our definitions of these non-GAAP financial measures may not be calculated in the same manner as similar measures used by other companies. Reconciliations of the non-GAAP financial measures to their most comparable GAAP financial measures are included in the supplemental tables attached to this press release.

BETA Technologies, Inc.

Condensed Consolidated Statements of Operations

(in thousands, except per share amounts)

Three Months Ended

June 30, Six Months Ended

June 30,

2026 2025 2026 2025

Revenues:

Product

$ 3,280 $ 2,544 $ 4,243 $ 5,032

Service

11,378 3,422 20,548 10,533

14,658 5,966 24,791 15,565

Cost of revenues:

Product

1,661 62 2,257 595

Service

4,976 1,128 8,681 2,333

6,637 1,190 10,938 2,928

Gross margin:

Product

1,619 2,482 1,986 4,437

Service

6,402 2,294 11,867 8,200

8,021 4,776 13,853 12,637

Operating expenses:

Research and development

122,365 58,035 214,104 115,899

General and administrative

43,774 26,061 90,824 54,075

Total operating expenses

166,139 84,096 304,928 169,974

Loss from operations

(158,118) (79,320) (291,075) (157,337)

Other (income) expense:

Interest income

(13,293) (2,023) (27,774) (4,720)

Interest expense

3,661 2,890 7,278 5,750

Total other (income) expense

(9,632) 867 (20,496) 1,030

Loss before income taxes

(148,486) (80,187) (270,579) (158,367)

Provision for income taxes

267 229 483 327

Net loss

(148,753) (80,416) (271,062) (158,694)

Convertible preferred stock paid-in-kind dividend

— 12,376 - 24,540

Net loss attributable to common stockholders

$ (148,753) $ (92,792) $ (271,062) $ (183,234)

Net loss per share attributable to common stockholders, basic and diluted $ (0.64) $ (2.02) $ (1.17) $ (4.01)

BETA Technologies, Inc.

Condensed Consolidated Balance Sheets

(in thousands)

June 30, 2026 December 31, 2025

Assets

Current assets:

Cash and cash equivalents

$ 1,479,470 $ 1,710,227

Accounts receivable

3,609 5,747

Prepaid expenses and other current assets

20,545 23,494

Total current assets

1,503,624 1,739,468

Property and equipment, net

402,753 348,540

Operating lease right-of-use assets

20,675 16,417

Other assets

6,400 1,840

Total assets

$ 1,933,452 $ 2,106,265

Liabilities and stockholders’ equity

Current liabilities:

Accounts payable

$ 22,808 $ 24,503

Accrued expenses 43,606 35,109

Payroll liabilities 16,344 3,334

Deferred revenue

7,015 3,704

Operating lease liabilities

1,859 1,551

Notes payable

8,547 5,711

Other current liabilities

3,728 2,483

Total current liabilities

103,907 76,395

Deferred revenue, non-current

14,879 12,550

Operating lease liabilities, non-current

20,885 16,838

Notes payable, non-current

175,405 179,799

Other liabilities

3,199 2,847

Total liabilities

318,275 288,429

Total stockholders’ equity(1)

1,615,177 1,817,836

Total liabilities and stockholders’ equity

$ 1,933,452 $ 2,106,265

(1) Includes all components of stockholders’ equity, as presented in the Company’s Quarterly Report on Form 10-Q for the three months ended June 30, 2026.

BETA Technologies, Inc.

Non-GAAP EBITDA and Adjusted EBITDA Reconciliation

(in thousands)

Three Months Ended

June 30, Six Months Ended

June 30,

2026 2025 2026 2025

Net loss $ (148,753) $ (80,416) $ (271,062) $ (158,694)

Increase (decrease) as adjusted for:

Interest income (13,293) (2,023) (27,774) (4,720)

Interest expense 3,661 2,890 7,278 5,750

Provision for income taxes 267 229 483 327

Depreciation and amortization 6,322 5,399 12,473 10,520

EBITDA $ (151,796) $ (73,921) $ (278,602) $ (146,817)

Stock-based compensation 14,674 4,307 38,090 11,614

Warrant expense 5,697 — 11,331 —

Acquisition-related expense(1)

16,147 — 16,147 —

Loss on disposal of property and equipment 5,411 670 5,742 1,541

IPO costs(2)

57 550 236 550

Adjusted EBITDA $ (109,810) $ (68,394) $ (207,056) $ (133,112)

(1) Includes acquired IPR&D expense of $15.0 million and direct transaction costs of $1.1 million.

(2) Represents accounting and advisory expenses incurred in connection with becoming and operating as a public company.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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