Unusual Machines, Inc. reported the first quarter ended March 31, 2026 results: revenue $8.1 million, net income over $10 million.
“In the first quarter, we generated $8.1 million in revenue, reflecting a 296% year-over-year growth compared to the first quarter of 2025 and a 65% quarter-over-quarter growth over the fourth quarter of 2025. We are profitable and generated over $10 million in net income in the first quarter.”
Material Agreements
Unusual Machines, Inc. entered into Agreement and Plan of Merger with Upgrade Energy LLC, DroneNX LLC d/b/a Upgrade Energy, Matthew Barnard valued at $52 million (effective 2026-05-07).
“On May 7, 2026, Unusual Machines, Inc. (the “Company”), a manufacturer of NDAA-compliant drone components, entered into a $52 million agreement and plan of merger (the “Merger Agreement”), with Upgrade Energy LLC, a newly formed subsidiary of the Company (the “Surviving Company”), DroneNX LLC d/b/a Upgrade Energy (“Upgrade”), and Matthew Barnard as the Member Representative of Upgrade, pursuant to which, the Surviving Company, will acquire all of the property, rights, privileges, licenses, powers and authority of Upgrade in exchange for 1,792,012 shares of Company common stock at $13.9508 per share and $1 million cash at closing with a potential post-closing earn-out payment of up to $26 million in cash, subject to the Surviving Company achieving an annual revenue target of $10 million during a two-year calculation period following the date of the Merger Agreement (with proportional adjustment for the second year).”
Material Agreements
Unusual Machines, Inc. entered into Placement Agency Agreement with Dominari Securities LLC and JonesTrading Institutional Services LLC valued at $150 million (effective 2026-03-19).
“On March 19, 2026, Unusual Machines, Inc. (the “Company”) entered into a Placement Agency Agreement (the “Agreement”) with Dominari Securities LLC and JonesTrading Institutional Services LLC (combined together hereinafter referred to as the “Placement Agents”), relating to the confidentially marketed public offering (the “Offering”) of 8,823,529 shares of the Company’s common stock, at a price to the public of $17.00 per share.”
Earnings Releases
Unusual Machines, Inc. reported the fourth quarter and fiscal year ended December 31, 2025 results: revenue $11.2 million, net income $19.2 million.
“Revenue for 2025 totaled approximately $11.2 million, representing 101% year-over-year growth, and fourth quarter revenue was approximately $4.9 million, representing 133% sequential quarterly growth.”
Governance Changes
Unusual Machines, Inc.: Amended bylaws to add executive officer positions of President and Chief Revenue Officer (effective 2026-01-23).
“On January 23, 2026, the Board of Directors of Unusual Machines, Inc. (the “Company”) approved an amendment to the Company’s Amended and Restated Bylaws to add the executive officer positions of President and Chief Revenue Officer (the “Amendment”).”
M&A Transactions
Unusual Machines, Inc. completed an acquisition involving Andrew Robert Simpson and Vella Hardjadinata Corporation Pty Ltd ACN 655 787 367 as a trustee for Vella Hardjadinata Family Trust for 656,642 shares of the Company’s common stock, calculated in accordance with the terms of the Agreement (the “Initial Consideration”), plus Earnout Consideration (closed 2025-09-03).
“As of September 3, 2025 (“the Closing Date”), Unusual Machines, Inc. (the “Company”) acquired 100% of the capital stock of Rotor Lab Pty Ltd, an Australian company (“Rotor Lab”) from its existing shareholders Andrew Robert Simpson (“Simpson”) and Vella Hardjadinata Corporation Pty Ltd ACN 655 787 367 as a trustee for Vella Hardjadinata Family Trust (“VHC”), (collectively the “Sellers”) in exchange for 656,642 shares of the Company’s common stock, calculated in accordance with the terms of the Agreement (the “Initial Consideration”), plus Earnout Consideration (as defined in the Agreement) of up to $3,000,000 worth of shares of common stock.”
Governance Changes
Unusual Machines, Inc.: Amended bylaws to allow meeting adjournment by majority of voting shares represented, within 60 days of record date, even without a quorum (effective 2025-02-03).
“On February 3, 2025, the Board of Directors of the Company approved amending the Company’s Amended and Restated Bylaws to allow for an adjournment of a meeting by a majority of a majority of the voting shares represented at the meeting, whether or not a quorum is present, to a date within 60 days from the record date (the “Amendment”).”
Governance Changes
Unusual Machines, Inc.: Amended and restated bylaws to change stockholder meeting quorum to one third of voting power and add timelines for stockholder proposals (effective 2024-10-03).
“On October 3, 2024, the Board of the Company approved and adopted amended and restated bylaws (the “Amended and Restated Bylaws”) which became effective on October 3, 2024.”
Earnings Releases
Unusual Machines, Inc. reported the fiscal quarter ended March 31, 2024 results: revenue approximately $0.6 million, net income approximately $1.1 million, EPS $0.18 per share.
“feedback. Please reach out with any questions or comments. Sincerely, Allan Evans CEO of Unusual Machines 2 First Quarter Financial Results · Sales totaled approximately $0.6 million for the period since acquisitions of Fat Shark and Rotor Riot of February 16, 2024 through March 31, 2024. We did not have any sales prior in the prior year or prior to the”
Governance Changes
Unusual Machines, Inc.: Company filed a Certificate of Designation for Series B Convertible Preferred Stock with Nevada Secretary of State (effective 2024-04-19).
“On April 19, 2024, the Company filed a Certificate of Designation of the Series B Convertible Preferred Stock (the “Certificate of Designation”) with the Nevada Secretary of State”
Governance Changes
Unusual Machines, Inc.: Company changed its state of incorporation from Puerto Rico to Nevada, adopting new Articles of Incorporation and Bylaws (effective 2024-04-22).
“effective April 22, 2024, the Company changed its state of incorporation from Puerto Rico to Nevada pursuant to the Reincorporation.”
Material Agreements
Unusual Machines, Inc. entered into Merger Agreement with Unusual Machines, Inc., a Nevada corporation (effective 2024-04-19).
“On April 19, 2024, Unusual Machines, Inc., a Puerto Rico corporation (“UMAC PR” or the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with its wholly owned subsidiary, Unusual Machines, Inc., a Nevada corporation (“UMAC Nevada”)”
Auditor Changes
Unusual Machines, Inc. engaged Salberg & Company, P.A. as its auditor.
“(b) Engagement of New Independent Registered Public Accounting Firm On April 12, 2024, following approval by the Audit Committee of the Board of Directors, the Company appointed Salberg & Company, P.A. (“Salberg”) as the new independent registered public accounting firm of the Company. During the fiscal years ended December 31, 2023 and 2022 and the subsequent interim period through April 12, 2024, the effective date of Salberg’s appointment, neither the Company, nor any party on behalf of the Company, consulted with Salberg with respect to either (i) except as described in”
Andrew Camden was appointed as Chief Operating Officer at Unusual Machines, Inc..
“On March 4, 2024, the Board of Directors of Unusual Machines, Inc. (the “Company”) appointed Andrew Camden, 33, as the Company’s Chief Operating Officer, effective immediately.”
M&A Transactions
Unusual Machines, Inc. completed an acquisition involving Red Cat Holdings, Inc. for $20 million (closed 2024-02-16).
“On February 16, 2024 (the "Closing Date"), Unusual Machines, Inc. (the "Company") acquired 100% of the equity of Fat Shark Holdings Ltd ("Fat Shark") and Rotor Riot LLC ("Rotor Riot") from Red Cat Holdings, Inc. ("Red Cat") in exchange for $20 million (the "Purchase Price") comprised of (i) $1.0 million in cash, (ii) a $2.0 million promissory note (the "Note") issued by the Company to Red Cat on the Closing Date, and (iii) $17.0 million of the Company’s common stock”
Material Agreements
Unusual Machines, Inc. entered into Underwriting Agreement with Dominari Securities LLC valued at $5,000,000 (effective 2024-02-13).
“On February 13, 2024, Unusual Machines, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Dominari Securities LLC (“Dominari”) to serve as the managing underwriter relating to the Company’s initial public offering of 1,250,000 shares (the “Shares”) of the Company’s common stock, $0.01 par value per share (“Common Stock”), and up to an additional 187,500 Shares potentially issuable upon exercise of the underwriter’s over-allotment option of at a public offering price of $4.00 per share.”
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