8-K
Spire Global, Inc. (SPIR)
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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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): November 25, 2025 |
|---|
SPIRE GLOBAL, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-39493 | 85-1276957 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 8000 Towers Crescent Drive<br><br>Suite 1100 | ||
| Vienna, Virginia | 22182 | |
| (Address of principal executive offices) | (Zip code) | |
| Registrant’s telephone number, including area code: (202) 301-5127 | ||
| --- | ||
| Not Applicable | ||
| --- |
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A common stock, par value of $0.0001 per share | SPIR | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On November 25, 2025, Spire Global, Inc. (the “Company”) received written notice from the New York Stock Exchange (the “NYSE”) that the Company is not in compliance with the NYSE’s continued listing standards as set forth in Section 802.01E of the NYSE Listed Company Manual due to the Company’s failure to timely file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 (the “Form 10-Q”) with the Securities and Exchange Commission (the “SEC”) prior to November 19, 2025, the end of the extension period provided by Rule 12b-25 under the Securities Exchange Act of 1934, as amended.
Under the NYSE’s rules, the Company can regain compliance with this NYSE listing standard by filing the Form 10-Q with the SEC before May 19, 2026. In accordance with the NYSE notice, the Company has contacted the NYSE to discuss the status of its Form 10-Q filing. The Company is working to complete its Form 10-Q as soon as practicable and to file the Form 10-Q with the SEC within the six-month period provided by the NYSE.
On November 26, 2025, the Company issued a press release with respect to the receipt of the notice of noncompliance from the NYSE. A copy of the news release issued by the Company is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Cautionary Note Regarding Forward-Looking Statements
This filing contains forward-looking statements, including information about the anticipated timing to file the Form 10-Q and the Company’s ability to regain and maintain compliance with the NYSE listing standards, within the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of the Company to be materially different than those expressed or implied in such statements. Certain of these risk factors and others are included in documents the Company files with the SEC, including but not limited to, the Annual Report on Form 10-K/A for the year ended December 31, 2024, as well as subsequent reports filed with the SEC. Other unknown or unpredictable factors also could have material adverse effects on the Company’s future results. The forward-looking statements included in this
filing are made only as of the date hereof. The Company cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, the Company expressly disclaims any intent or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibits | Description |
|---|---|
| 99.1 | News release of Spire Global, Inc., dated November 26, 2025. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
| SPIRE GLOBAL, INC. | |||
|---|---|---|---|
| Date: | November 26, 2025 | By: | /s/ Theresa Condor |
| Name:<br><br>Title: | Theresa Condor<br>President and Chief Executive Officer |
EX-99.1
Spire Global Receives NYSE Notice Regarding Late Form 10-Q Filing
VIENNA, Va., November 26, 2025 — On November 25, 2025, Spire Global, Inc. (NYSE: SPIR (“Spire” or “the Company”), a global provider of space-based data, analytics and space services, received notice from the New York Stock Exchange (the “NYSE”) that the Company is not in compliance with the NYSE’s continued listing standards as set forth in Section 802.01E of the NYSE Listed Company Manual due to the Company’s failure to timely file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 (the “Form 10-Q”) with the Securities and Exchange Commission (the “SEC”).
Under the NYSE’s rules, the Company can regain compliance with this NYSE listing standard by filing the Form 10-Q with the SEC before May 19, 2026. In accordance with the NYSE notice, the Company has contacted the NYSE to discuss the status of its Form 10-Q filing. The Company is working to complete its Form 10-Q as soon as practicable and to file the Form 10-Q with the SEC within the six-month period provided by the NYSE.
Safe Harbor Statement
This press release contains forward-looking statements, including information about the anticipated timing to file the Form 10-Q and Spire’s ability to regain and maintain compliance with the NYSE listing standards, within the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of Spire to be materially different than those expressed or implied in such statements. Certain of these risk factors and others are included in documents Spire files with the SEC, including but not limited to, the Annual Report on Form 10-K/A for the year ended December 31, 2024, as well as subsequent reports filed with the SEC. Other unknown or unpredictable factors also could have material adverse effects on Spire’s future results. The forward-looking statements included in this press release are made only as of the date hereof. Spire cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, Spire expressly disclaims any intent or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
About Spire Global, Inc.
Spire (NYSE: SPIR) is a global provider of space-based data, analytics and space services, offering unique datasets and powerful insights about Earth so that organizations can make decisions with confidence in a rapidly changing world. Spire builds, owns, and operates a fully deployed satellite constellation that observes the Earth in real time using radio frequency technology. The data acquired by Spire’s satellites provides global weather intelligence, ship and plane movements, and spoofing and jamming detection to better predict how their patterns impact economies, global security, business operations and the environment. Spire also offers Space as a Service solutions that empower customers to leverage its established infrastructure to put their business in space. Spire has offices across the U.S., Canada, UK, Luxembourg and Germany. To learn more, visit spire.com. To learn more, visit spire.com.
Contacts
For media:
Sarah Freeman
Senior Communications Manager
Sarah.Freeman@spire.com
For investors:
Benjamin Hackman Head of Investor Relations Benjamin.Hackman@spire.com