Business Context and Reporting Period
Company: Surf Air Mobility Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: June 24, 2026 (Event Date: June 26, 2026)
Context: The Company is an emerging growth company incorporated in Delaware. This filing addresses a specific corporate event regarding the issuance of common stock as consideration for services.
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity figures. The document focuses exclusively on a capital transaction.
- Shares Issued: 4,761,905 shares of common stock (par value $0.0001 per share).
- Transaction Counterparty: Palantir Technologies Inc.
- Purpose of Issuance: Consideration for license fees and related professional services under an existing software license agreement.
Material Changes
The primary material change disclosed is the increase in outstanding common stock resulting from the issuance of 4,761,905 shares to Palantir Technologies Inc. This transaction was registered via a prospectus supplement to the Company's Form S-3 Registration Statement (File No. 333-291485). No other material changes to financial position or operations are detailed in this specific report.
Guidance, Outlook, and Risks
Management Commentary: The filing states the issuance was made pursuant to an existing software license agreement. It includes a legal opinion from Gibson, Dunn & Crutcher LLP regarding the transaction.
Guidance and Outlook: The filing text does not provide forward-looking guidance, financial outlook, or management commentary on future performance.
Risks and Contingencies: No specific risks or contingencies are detailed in this excerpt, other than the standard disclosure of the stock issuance mechanics.
Investor Verification Checklist
- Verify the total number of outstanding shares post-issuance to assess dilution impact.
- Review the full Form S-3 Registration Statement (File No. 333-291485) and the attached prospectus supplement for the valuation of the shares issued.
- Examine the terms of the software license agreement with Palantir Technologies Inc. to understand the scope of services and future obligations.
- Confirm the legal opinion attached as Exhibit 5.1 regarding the validity of the issuance.