Archer Aviation Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
$ACHR
Aerospace
Industrials
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): March 5, 2026
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Item 8.01 Other Events
On March 5, 2026, Archer Aviation Inc. (the “Company”) filed a prospectus supplement pursuant to Rule 424(b) under the Securities Act of 1933, as amended, with the Securities and Exchange Commission (the “SEC”) relating to the resale of 5,325,440 shares (the “Resale Shares”) of Class A common stock, $0.0001 par value per share (“Class A common stock”), of the Company that were issued by the Company to the selling stockholders. The Resale Shares were issued pursuant to stock purchase agreements, on or about March 4, 2026, by and among the Company and the purchaser named therein. The prospectus supplement forms a part of the Company’s Registration Statement on Form S-3 (No. 333-284812), which was originally filed with the SEC on February 11, 2025 (the “Registration Statement”).
On or about March 10, 2026, the Company will issue up to an aggregate $8 million of shares of Class A common stock (the “Vendor Shares”), issuable in satisfaction of payment to certain vendors in exchange for services rendered and/or goods purchased.
The Vendor Shares are being offered by the Company pursuant to the Registration Statement, including the prospectus supplement dated March 5, 2026, and accompanying prospectus.
Copies of the legal opinions of Fenwick & West LLP relating to the validity of the Resale Shares and the Vendor Shares are filed as Exhibit 5.1 and Exhibit 5.2, respectively, to this Current Report on Form 8-K and are filed with reference to, and are hereby incorporated by reference into, the Registration Statement.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number | Description | |||||||
| 5.1 | ||||||||
| 5.2 | ||||||||
| 23.1 | ||||||||
| 23.2 | ||||||||
| 104 | Cover Page Interactive Data File (formatted in the Inline XBRL and contained in Exhibit 101) | |||||||
SIGNATURE
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.
| ARCHER AVIATION INC. | ||||||||
| Date: March 5, 2026 | By: | /s/ Eric Lentell | ||||||
| Name: | Eric Lentell | |||||||
| Title: | Chief Legal & Strategy Officer | |||||||