--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-26-257600" form_type: "8-K" ticker: "AADX" cik: "0002118195" company_name: "Applied Aerospace & Defense, Inc." filed_at: "2026-06-04T20:45:57+00:00" generated_at: "2026-06-04T21:13:13.358516+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Applied Aerospace closes IPO of 32.5M shares at $20.00; majority holder gets board nomination rights ## Summary - IPO priced at $20.00/share; 32.5M firm shares sold, plus underwriter option for up to 4.875M additional. - Gross proceeds to company ~$650M before expenses; shares trade on NYSE under ticker AADX. - Stockholder Agreement with AA&D Holdings (Greenbriar) gives it board nomination rights based on ownership thresholds (100% to 1 director). - Adopted 2026 Omnibus Incentive Plan and 2026 Employee Stock Purchase Plan; entered indemnification agreements with directors/officers. - Filed amended certificate of incorporation and bylaws effective June 2, 2026; initial board set at 8 members with classified terms. ## SEC filing metadata - accession: 0001193125-26-257600 - form_type: 8-K - ticker: AADX - cik: 0002118195 - company_name: Applied Aerospace & Defense, Inc. - filed_at: 2026-06-04T20:45:57+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 3.03, 5.03, 5.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/2118195/000119312526257600/0001193125-26-257600-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2118195/000119312526257600/d31398d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-26-257600 - JSON: https://secwatch.observer/filing/0001193125-26-257600.json - Plain text: https://secwatch.observer/filing/0001193125-26-257600.txt ## Key facts - Governance Changes Applied Aerospace & Defense, Inc.: Adopted amended and restated bylaws (effective 2026-06-02). - Change: bylaw amendment - Effective: 2026-06-02 source text: On June 2, 2026, the Company filed a second amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware and adopted an amended and restated bylaws (the “Bylaws”), each of which became effective on June 2, 2026. evidence_url: https://www.sec.gov/Archives/edgar/data/2118195/000119312526257600/0001193125-26-257600-index.htm - Governance Changes Applied Aerospace & Defense, Inc.: Filed second amended and restated certificate of incorporation (effective 2026-06-02). - Change: charter amendment - Effective: 2026-06-02 source text: On June 2, 2026, the Company filed a second amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware and adopted an amended and restated bylaws (the “Bylaws”), each of which became effective on June 2, 2026. evidence_url: https://www.sec.gov/Archives/edgar/data/2118195/000119312526257600/0001193125-26-257600-index.htm - Material Agreements Applied Aerospace & Defense, Inc. entered into Underwriting Agreement with Morgan Stanley & Co. LLC, Jefferies LLC, BofA Securities, Inc. and RBC Capital Markets, LLC, as representatives of the several underwriters named therein (effective 2026-06-02). - Action: entry - Agreement: underwriting - Counterparty: Morgan Stanley & Co. LLC, Jefferies LLC, BofA Securities, Inc. and RBC Capital Markets, LLC, as representatives of the several underwriters named therein - Effective: 2026-06-02 source text: On June 2, 2026, Applied Aerospace & Defense, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Morgan Stanley & Co. LLC, Jefferies LLC, BofA Securities, Inc. and RBC Capital Markets, LLC, as representatives of the several underwriters named therein (collectively, the “Underwriters”), relating to the initial public offering (the “IPO”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”). evidence_url: https://www.sec.gov/Archives/edgar/data/2118195/000119312526257600/0001193125-26-257600-index.htm - Material Agreements Applied Aerospace & Defense, Inc. entered into Registration Rights Agreement with AA&D Holdings, LP (effective 2026-06-04). - Action: entry - Counterparty: AA&D Holdings, LP - Effective: 2026-06-04 source text: In connection with the consummation of the IPO, the Company entered into the following additional agreements: • the Registration Rights Agreement, dated as of June 4, 2026, by and between the Company and AA&D Holdings, LP, a copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein; and • the Stockholders Agreement, dated as of June 4, 2026, by and between the Company and AA&D Holdings, LP, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein. evidence_url: https://www.sec.gov/Archives/edgar/data/2118195/000119312526257600/0001193125-26-257600-index.htm - Material Agreements Applied Aerospace & Defense, Inc. entered into Stockholders Agreement with AA&D Holdings, LP (effective 2026-06-04). - Action: entry - Counterparty: AA&D Holdings, LP - Effective: 2026-06-04 source text: In connection with the consummation of the IPO, the Company entered into the following additional agreements: • the Registration Rights Agreement, dated as of June 4, 2026, by and between the Company and AA&D Holdings, LP, a copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein; and • the Stockholders Agreement, dated as of June 4, 2026, by and between the Company and AA&D Holdings, LP, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein. evidence_url: https://www.sec.gov/Archives/edgar/data/2118195/000119312526257600/0001193125-26-257600-index.htm This AI-assisted summary is a reading aid. 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