Momentus Inc. 8-K Filing Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Momentus Inc. on December 15, 2025. The filing primarily addresses a material modification to the rights of security holders via a reverse stock split and the cancellation of a previously adjourned Special Meeting of Stockholders.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity figures. The only quantitative data provided relates to capitalization:
- Pre-Split Outstanding Shares: 24,939,640 (as of December 1, 2025).
- Post-Split Outstanding Shares: Approximately 1,397,179.
- Reverse Split Ratio: 1-for-17.85.
Material Changes
The Board of Directors approved a 1-for-17.85 reverse stock split of the Class A Common Stock to satisfy the Nasdaq Listing Rule 5450(a)(1) minimum bid price requirement of $1.00. The split is effective as of 5:00 p.m. Eastern Time on December 17, 2025. Trading on a split-adjusted basis under the symbol "MNTS" will commence on December 18, 2025. Additionally, the CUSIP number for the Common Stock will change to 60879E408.
Outlook, Risks, and Unusual Items
Corporate Actions: The Company announced the cancellation of its 2025 Special Meeting of Stockholders, which was originally scheduled for November 24, 2025, and adjourned to December 15, 2025, due to a lack of quorum.
Security Adjustments: All outstanding options, warrants, and convertible securities will be adjusted proportionally. The number of shares exercisable will be divided by 17.85, and the exercise/conversion price will be multiplied by 17.85. Fractional shares resulting from the split will be rounded up to the nearest whole share; no cash will be paid for fractional shares.
Risk Factors: The primary driver for this filing is the risk of delisting from the Nasdaq Capital Market due to failure to meet the minimum bid price requirement.
Investor Verification Checklist
- Verify the new CUSIP number (60879E408) for the Common Stock.
- Confirm the effective date of the reverse split (December 17, 2025) and the first day of adjusted trading (December 18, 2025).
- Review brokerage account statements to ensure fractional shares were rounded up to whole shares as described.
- Check the adjusted exercise prices and share counts for any held options or warrants.
- Monitor the stock price post-split to ensure it meets the $1.00 minimum bid requirement for continued Nasdaq listing.