8-KCurrent report

Unregistered equity sales

✓ VerifiedVirgin Galactic agreed to exchange approximately $52.5 million of its 2.50% convertible notes due 2027 for stock and pre-funded warrants, cutting the outstanding 2027 notes by approximately 75% to $17.9 million.

Summary

  • The privately negotiated exchange, dated June 22, 2026, covers approximately $52.5 million of principal held by one holder.
  • After completion the outstanding 2027 notes fall from $70.4 million to $17.9 million.
  • Share count is set by a daily VWAP with a floor of $3.03 and a cap of $4.09; the company frames the exchange as strengthening the balance sheet ahead of commercial operation in the fourth quarter of 2026.
Exchanged
approximately $52.5 million
From the filing for Exchanged
exchange (the "Exchange") approximately $52.5 million in aggregate principal amount of 2027 Notes
Remaining 2027 notes
$17.9 million
From the filing for Remaining 2027 notes
from $70.4 million to $17.9 million in aggr

Swapping near-term debt for equity clears the 2027 wall before Delta-class flights begin selling.

Filed
Jun 22, 2026
Accepted
2026-06-22 12:15Z
Period
Jun 22, 2026
Accession no.
0001193125-26-276740
Size
137 KB