SPIR — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-13

• We successfully launched our seventh Optical Inter-Satellite Link satellite, marking a further development in our capabilities for direct optical communication between satellites. In July, Spire achieved a milestone in its Optical Inter-Satellite Link program, successfully establishing a cross-plane…

• We successfully established a satellite manufacturing facility in Munich to support sovereign space-based intelligence capabilities.

• We signed a Memorandum of Understanding (MoU) with Schaeffler AG, with the intent to build a sovereign European space hardware and mission business before the end of this decade.

• We signed a Memorandum of Understanding (MoU) with Diehl Defence, a leading German systems integrator for air defense and guided missile systems, to advance space-based early warning and reconnaissance capabilities.

• We successfully shipped 10 satellites to Vandenberg Space Force Base in June for a subsequent launch in early July. As of July, we have launched 29 satellites across three missions in 2026.

Text removed vs the prior filing · source: 10-Q · 2026-05-14

• We successfully launched our seventh Optical Inter-Satellite Link satellite, marking a further development in our capabilities for direct optical communication between satellites.

• (1) On April 23, 2026, a customer provided the Company with written notice of a contract termination, effective immediately. For additional information, see Note 14 to our condensed consolidated financial statements included in Part I, Item I of this Quarterly Report on Form 10-Q. As of March 31, 20…

• Total revenue decreased $8.0 million, or 34%, for the three months ended March 31, 2026, compared with the three months ended March 31, 2025. This decrease was primarily driven by a decrease in revenue of $9.7 million due to the Maritime Transaction, partially offset by an increase in revenue of $1.…

• Cost of revenue decreased $5.6 million, or 37%, for the three months ended March 31, 2026, compared with the three months ended March 31, 2025. This decrease was primarily due to a decrease of $5.2 million in software expense and a decrease of $1.6 million in depreciation expense, partially offset b…

• The decrease of $5.2 million in software expense was driven by a downlink data service cost incurred in the three months ended March 31, 2025 that did not recur in the three months ended March 31, 2026, and a decrease due to the Maritime Transaction.

Text added vs the prior filing · source: 10-Q · 2026-08-13

• A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.

• As previously disclosed in Part II, Item 9A. Controls and Procedures of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, management has identified the following material weaknesses in the Company’s internal control over financial reporting:

• In addition, during 2025, management initiated an Enterprise Risk Assessment with input from third-party consulting firms to further strengthen the Company’s enterprise-wide risk identification and response processes. This effort included gathering input from leadership and key stakeholders across t…

• decision-making, simple errors or mistakes, and the potential for controls to be circumvented by individual acts, collusion among employees, or management override.

Text removed vs the prior filing · source: 10-Q · 2026-05-14

• Management is responsible for establishing and maintaining adequate internal control over financial reporting (as is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliabi…

• Management conducted an evaluation, under the supervision and with the participation of our principal executive officer and principal financial officer, of the effectiveness of our internal control over financial reporting based on the framework set forth in Internal Control-Integrated Framework (20…

• Management has identified material weaknesses in the Company’s internal control over financial reporting. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of th…

• As a result of the material weaknesses disclosed above, management has concluded that the Company did not maintain effective internal control over financial reporting as of March 31, 2026.

• In addition, during 2025, management initiated an Enterprise Risk Assessment with input from third-party consulting firms to further strengthen the Company’s enterprise-wide risk identification and response processes. This effort included gathering

Text added vs the prior filing · source: 10-Q · 2026-08-13

• On July 31, 2026, the arbitral tribunal issued a Final Award in the amount of approximately $12.4 million in our favor. We are evaluating the Final Award and its implications. Among other things, the tribunal dismissed all of NorthStar’s claims, including its claims that the Framework Agreement was …

• In July 2025, we received a subpoena from the SEC seeking records relating to, among other matters, (i) the restatement of our consolidated financial statements as of and for the years ended December 31, 2023 and 2022, the unaudited condensed consolidated financial information as of the quarter ends…

Text removed vs the prior filing · source: 10-Q · 2026-05-14

• In July 2025, we received a subpoena from the SEC seeking records relating to, among other matters, (i) the restatement of our consolidated financial statements as of and for the years ended December 31, 2023 and 2022, the unaudited condensed consolidated financial information as of the quarter ends…

Text added vs the prior filing · source: 10-Q · 2026-08-13

• Trading plan intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c)

Text removed vs the prior filing · source: 10-Q · 2026-05-14

• On May 12, 2026, Gabriel Oehme entered into a new employment contract with Spire Global Germany GmbH (“Spire Germany”) establishing his compensation as Chief Technology Officer, effective retroactively as of September 1, 2025 (the “Employment Contract”). Pursuant to the Employment Contract, Mr. Oehm…

• he will be eligible to receive an annual cash bonus under the Company’s Executive Officer Short-Term Incentive Plan in a target amount equal to 75% of his annual base salary; and

• he will be eligible to receive equity award grants under the 2021 Plan.

• The Employment Contract provides for severance pay and benefits in the event Mr. Oehme’s employment is terminated by Spire Germany without Cause (as defined in the Employment Contract) or due to Mr. Oehme’s resignation for Good Reason (as defined in the Employment Contract), with such terminations r…

• The Employment Contract also provides that if Mr. Oehme’s employment is terminated as the result of a Qualifying Termination, and the termination date occurs before a Change in Control (as defined in the 2021 Plan) or after the period that begins on the date of a Change in Control during the term an…