8-K
AgEagle Aerial Systems Inc. (UAVS)
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): November 17, 2025
AGEAGLE
AERIAL SYSTEMS INC.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction of incorporation)
| 001-36492 | 88-0422242 |
|---|---|
| (Commission<br> File Number) | (IRS<br> Employer Identification No.) |
| 8201<br> E. 34th Street N, Suite 1307 | |
| --- | --- |
| Wichita,<br> Kansas | 67226 |
| (Address<br> of principal executive offices) | (Zip<br> Code) |
Registrant’s
telephone number, including area code (620) 325-6363
(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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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 Symbol(s) | Name of Each Exchange on Which Registered |
|---|---|---|
| Common<br> Stock | UAVS | NYSE<br> American |
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). ☐
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 2.02 Results of Operations and Financial Condition
On November 17, 2025, the Company issued a press release announcing its financial results for the quarter ended September 30, 2025 and providing a corporate update. A copy of the press release is furnished herewith as Exhibit 99.1.
The information furnished under Item 2.02 in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated November 17, 2025 (furnished herewith) |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AGEAGLE AERIAL SYSTEMS INC. | ||
|---|---|---|
| Date:<br> November 17, 2025 | By: | /s/ Alison Burgett |
| Alison<br> Burgett | ||
| Chief<br> Financial Officer |
Exhibit99.1
EagleNXTReports Third Quarter Fiscal Year 2025 Financial Results and Highlights Key Operational Developments
Financialperformance highlighted by $1.4 million increase in drone revenue and continued
operationaldiscipline
WICHITA,Kan. November 17, 2025 – AgEagle Aerial Systems Inc. (dba, EagleNXT) (the “Company” or “EagleNXT”) (NYSE: UAVS) a leading provider of full stack drone, sensors and software solutions for customers worldwide in the commercial and government verticals, announces its financial results for the third quarter ended September 30, 2025. The Company also outlined progress across key commercial initiatives and how its recent financing enhances its ability to execute on near-term growth opportunities across global defense, public safety, and environmental markets.
FinancialHighlights
| ● | Drone<br> revenue for the nine months ended September 30, 2025, increased by $1.38 million to $6.03<br> million, compared to $4.64 million for the same period in 2024, driven by strengthening demand<br> in defense, public-safety, and environmental applications. |
|---|---|
| ● | Operating<br> expenses were $3.91 million, up 12.0% year-over-year, driven by increased investment in R&D,<br> and sales initiatives, and consulting services to support camera-segment growth |
| ● | Cash<br> at September 30, 2025, was $16.63 million, up 360% from $3.61 million at December 31, 2024,<br> primarily reflecting net proceeds from preferred stock issuances and warrant exercises |
For complete detail, investors are encouraged to review EagleNXT’s Quarterly Report on Form 10-Q, which can be accessed through the SEC’s website at: www.sec.gov.
EagleNXT CEO Bill Irby commented, “This quarter underscored both the progress we have made and the key focus areas where we` continue to execute as we align our cost structure, commercial priorities, and operational resources. With the support of our recent financing, we are better equipped to execute with discipline; strengthen production readiness; and advance priority customer programs as we expand our global footprint across all markets with a growing focus on the burgeoning U.S. defense market. As we position the Company for 2026, we remain committed to leveraging our capital with discipline to support a robust growth strategy and to drive long-term value creation for all stakeholders.”
Operationaland Commercial Highlights
During the quarter, EagleNXT advanced several initiatives that reinforce its position in the rapidly expanding defense and public-safety drone market:
| ● | Achieved<br> several high-profile defense and public-safety sales, continuing to build on the Company’s<br> reputation as a trusted provider of advanced unmanned systems for military and government<br> customers |
|---|---|
| ● | Expanded<br> distributor partnerships worldwide, broadening access to high-priority markets and strengthening<br> alignment with regional defense integrators |
| ● | Enhanced<br> collaboration with Tough Stump Technologies and other U.S. defense stakeholders, improving<br> mission-specific integration and customer adoption pathways |
| ● | Introduced<br> the RedEdge-P Triple and generated initial customer engagement, establishing an early foothold<br> for this next-generation multispectral system across agriculture, conservation, and environmental<br> monitoring markets |
DefenseProcurement Activity and Pipeline Development
This quarter, EagleNXT submitted multiple quotes through four prime defense contractors to the U.S. Defense Logistics Agency (DLA) for its eBee TAC and eBee Vision platforms. These quotes remain valid through January 2027 and leverage the U.S. Government’s SimplifiedAcquisition Threshold, a procurement mechanism designed to accelerate contracting cycles from months to days.
Management believes these submissions position EagleNXT to compete effectively in the growing U.S. military drone procurement cycle, where volume demand is expected to increase meaningfully in 2026. Several opportunities are progressing toward the purchase-order stage, with broader U.S. government activity resuming and increased agency engagement.
StrengthenedBalance Sheet Supports Growth Execution
The Company emphasized that its recently completed financing enhances financial flexibility and supports execution of its near-term strategic priorities, including:
| ● | Scaling<br> production capacity in anticipation of increased defense demand |
|---|---|
| ● | Supporting<br> distributor and integrator partnerships across the U.S. and allied markets |
| ● | Advancing<br> the commercialization of new sensor technologies, including the RedEdge-P Triple |
| ● | Pursuing<br> late-stage defense and public-safety opportunities both domestically and internationally |
“As we look ahead, our priority is to ensure that execution keeps pace with the opportunities ahead. We are strategically focused, and the strengthened balance sheet enables us to operate with greater clarity, expand in key markets, meet customer requirements more efficiently, and support the commercialization pathways that matter most to our partners. We believe this focus will help EagleNXT convert pipeline activity into durable, revenue-generating programs,” Irby concluded.
For more information about the full suite of EagleNXT UAS solutions, or to schedule a demo, visit EagleNXT.com or contact the EagleNXT Media Relations team.
AboutEagleNXT
EagleNXT is a leading developer of high-performance drones, advanced sensors, and intelligent software solutions that deliver critical aerial intelligence to customers around the world. With more than one million flights conducted globally, EagleNXT’s platforms are trusted across defense, public safety, agriculture, infrastructure, and environmental monitoring applications. The Company’s drone systems have achieved multiple industry firsts, including FAA approvals for Operations Over People (OOP) and Beyond Visual Line of Sight (BVLOS), as well as EASA C2 certification in Europe and inclusion on the U.S. Department of Defense’s Blue UAS list. EagleNXT’s sensors are integrated on more than 150 different drone models and are used in over 100 research publications worldwide, reinforcing its leadership in precision agriculture, surveying, and environmental sustainability initiatives.
Forward-LookingStatements
Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “suggest,” “target,” “aim,” “should,” “will,” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on AgEagle’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict, including risks related to the timing and fulfilment of current and future purchase orders relating to AgEagle’s products, the success of new programs and software updates, the ability to implement a new strategic plan and the success of a new strategic plan. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. For a further discussion of risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the business of AgEagle in general, see the risk disclosures in the Annual Report on Form 10-K of AgEagle for the year ended December 31, 2024, and in subsequent reports on Forms 10-Q and 8-K and other filings made with the SEC by AgEagle. All such forward-looking statements speak only as of the date they are made, and AgEagle undertakes no obligation to update or revise these statements, whether as a result of new information, future events or otherwise.
MediaContact
Andy Woodward
+1 (469) 451-2344
Andy.woodward@EagleNXT.com
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Email: UAVS@EagleNXT.com