--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-21-355558" form_type: "8-K" ticker: "BBAI" cik: "0001836981" company_name: "BigBear.ai Holdings, Inc." filed_at: "2021-12-13T23:59:59+00:00" generated_at: "2026-06-28T01:50:19.459125+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # BigBear.ai completes merger with GigCapital4; begins trading on NYSE as BBAI ## Summary - Business combination closed Dec 7, 2021; company renamed BigBear.ai Holdings, Inc.; shares and warrants trade on NYSE under BBAI and BBAI.WS. - Redemption of 24.9M public shares for ~$248.8M; trust account balance post-redemption ~$110M. - Issued $200M unsecured convertible notes due 2026 convertible at $11.50/share; conversion price may reset to as low as $9.78. - Entered $50M senior secured revolving credit facility with Bank of America, maturing in 4 years. - Post-combination outstanding shares: ~135.6M; directors/executives beneficially own ~90.6%. ## SEC filing metadata - accession: 0001193125-21-355558 - form_type: 8-K - ticker: BBAI - cik: 0001836981 - company_name: BigBear.ai Holdings, Inc. - filed_at: 2021-12-13T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 1.01, 2.01, 3.02, 5.02, 9.01, 2.03, 3.03, 4.01, 5.01, 5.03, 5.06, 8.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/d125877d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-21-355558 - JSON: https://secwatch.observer/filing/0001193125-21-355558.json - Plain text: https://secwatch.observer/filing/0001193125-21-355558.txt ## Key facts - Executive change Kirk Konert was elected as Director at BigBear.ai Holdings, Inc.. - Action: elected - Role: Director source text: Kirk Konert 34 Director evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Jeffrey Hart was elected as Director at BigBear.ai Holdings, Inc.. - Action: elected - Role: Director source text: Jeffrey Hart 32 Director evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Dorothy D. Hayes was elected as Director at BigBear.ai Holdings, Inc.. - Action: elected - Role: Director source text: Dorothy D. Hayes 70 Director evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Jeffry Dyer was named as President of Commercial at BigBear.ai Holdings, Inc.. - Action: named - Role: President of Commercial source text: Dr. Reginald Brothers, Jeffry Dyer, Brian Frutchey, Samuel Gordy and Joshua Kinley having been named as executive officers effective upon the Closing on December 7, 2021 evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Pamela Braden was elected as Director at BigBear.ai Holdings, Inc.. - Action: elected - Role: Director source text: Pamela Braden 63 Director evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Neil Miotto resigned as Director at BigBear.ai Holdings, Inc.. - Action: resigned - Role: Director source text: Effective upon the Closing on December 7, 2021, Dr. Raluca Dinu and Brad Weightman resigned as executive officers of GigCapital4, and each of Neil Miotto and Andrea Betti-Berutto, following their not standing for re-election to the Board, resigned as directors of GigCapital4. evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Sean Battle was elected as Director at BigBear.ai Holdings, Inc.. - Action: elected - Role: Director source text: Sean Battle 52 Director evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Samuel Gordy was named as Chief Operating Officer at BigBear.ai Holdings, Inc.. - Action: named - Role: Chief Operating Officer source text: Dr. Reginald Brothers, Jeffry Dyer, Brian Frutchey, Samuel Gordy and Joshua Kinley having been named as executive officers effective upon the Closing on December 7, 2021 evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Dr. Raluca Dinu was appointed as Director at BigBear.ai Holdings, Inc.. - Action: resigned as executive officer and appointed as director - Role: Director source text: Effective upon the Closing on December 7, 2021, Dr. Raluca Dinu and Brad Weightman resigned as executive officers of GigCapital4, and each of Neil Miotto and Andrea Betti-Berutto, following their not standing for re-election to the Board, resigned as directors of GigCapital4. evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Joshua Kinley was named as Chief Financial Officer at BigBear.ai Holdings, Inc.. - Action: named - Role: Chief Financial Officer source text: Dr. Reginald Brothers, Jeffry Dyer, Brian Frutchey, Samuel Gordy and Joshua Kinley having been named as executive officers effective upon the Closing on December 7, 2021 evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Dr. Avi Katz was elected as Director at BigBear.ai Holdings, Inc.. - Action: elected - Role: Director source text: Dr. Avi Katz 63 Director evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Brad Weightman resigned as Executive Officer at BigBear.ai Holdings, Inc.. - Action: resigned - Role: Executive Officer source text: Effective upon the Closing on December 7, 2021, Dr. Raluca Dinu and Brad Weightman resigned as executive officers of GigCapital4, and each of Neil Miotto and Andrea Betti-Berutto, following their not standing for re-election to the Board, resigned as directors of GigCapital4. evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Brian Frutchey was named as Chief Technology Officer at BigBear.ai Holdings, Inc.. - Action: named - Role: Chief Technology Officer source text: Dr. Reginald Brothers, Jeffry Dyer, Brian Frutchey, Samuel Gordy and Joshua Kinley having been named as executive officers effective upon the Closing on December 7, 2021 evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Peter Cannito was elected as Director, Chairman at BigBear.ai Holdings, Inc.. - Action: elected - Role: Director, Chairman source text: Peter Cannito 49 Director, Chairman evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Dr. Reginald Brothers was named as Chief Executive Officer, Director at BigBear.ai Holdings, Inc.. - Action: named - Role: Chief Executive Officer, Director source text: Dr. Reginald Brothers, Jeffry Dyer, Brian Frutchey, Samuel Gordy and Joshua Kinley having been named as executive officers effective upon the Closing on December 7, 2021 evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Raanan I. Horowitz was elected as Director at BigBear.ai Holdings, Inc.. - Action: elected - Role: Director source text: Raanan I. Horowitz 61 Director evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Andrea Betti-Berutto resigned as Director at BigBear.ai Holdings, Inc.. - Action: resigned - Role: Director source text: Effective upon the Closing on December 7, 2021, Dr. Raluca Dinu and Brad Weightman resigned as executive officers of GigCapital4, and each of Neil Miotto and Andrea Betti-Berutto, following their not standing for re-election to the Board, resigned as directors of GigCapital4. evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm - Executive change Paul Fulchino was elected as Director at BigBear.ai Holdings, Inc.. - Action: elected - Role: Director source text: Paul Fulchino 75 Director evidence_url: https://www.sec.gov/Archives/edgar/data/1836981/000119312521355558/0001193125-21-355558-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.