New insider Greene Michael Robert claimed ownership of 85,485,177 shares (SEC Form 3)
$RDW
Military/Government/Technical
Industrials
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 07/11/2025 |
3. Issuer Name and Ticker or Trading Symbol
Redwire Corp [ RDW ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock, par value $0.0001 per share | 85,485,177(1) | I | See footnote(2)(3) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series A Convertible Preferred Stock(4)(5) | (6) | (6) | Common Stock, par value $0.0001 per share | 14,161,844 | $3.05(7) | I | See footnote(8)(3) |
| Warrants(9) | 09/02/2021 | (10) | Common Stock, par value $0.0001 per share | 2,000,000 | $11.5 | I | See footnote(2)(3) |
| Explanation of Responses: |
| 1. Consists of shares of common stock held directly by Edge Autonomy Ultimate Holdings, LP, a Delaware limited partnership ("Edge Seller") and AE Red Holdings, LLC, a Delaware limited partnership ("AE Red"), and restricted stock units held directly by Kirk Michael Konert, in his capacity as a member of the Issuer's Board of Directors and assigned to AE Industrial Partners, LP upon vesting. Prior to such vesting and assignment, Kirk Michael Konert will hold the reported securities for the benefit of AE Industrial Partners, LP and he disclaims all right title and interest in such securities. |
| 2. Voting and dispositive power with respect to the reported securities is exercised by Michael Greene and David H. Rowe, the managing members of AeroEquity GP, LLC ("AeroEquity"), which is the general partner of AE Industrial Partners Fund II GP, LP ("AE Fund II GP). AE Industrial Partners Fund II-B, LP ("AE Fund II-B"), AE Industrial Partners Fund II, LP ("AE Fund II LP") and AE Industrial Partners Fund II-A, LP ("AE Fund II-A" and together with AE Fund II-B and AE Fund II LP, the "AE Funds") are the controlling equityholders of Edge Seller and AE Red. AE Fund II GP is the general partner of each of the AE Funds. |
| 3. Each of the foregoing entities and individuals disclaims beneficial ownership of the securities reported hereby, except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. |
| 4. Consists of Series A Convertible Preferred Stock held directly by each of the AE Funds and AE Industrial Partners Structured Solutions I, LP ("AE Structured LP"). |
| 5. The Series A Convertible Preferred Stock accrues dividends, payable in cash or, at the option of the Issuer, paid in kind, at a rate of 13% per annum if paid in cash or 15% per annum if paid in kind ("PIK Payment"), subject to certain adjustments. The number of shares of Series A Convertible Preferred Stock held by the reporting person and the shares of common stock underlying such Series A Convertible Preferred Stock will increase for each dividend period in which the Issuer elects to pay dividends payable with respect to the Series A Convertible Preferred Stock as PIK Payments (or, in the event the Issuer elects to accrue for dividends in lieu of a cash or PIK Payment, will increase the number of shares of common stock underlying each share of Series A Convertible Preferred Stock). |
| 6. The Series A Convertible Preferred Stock is convertible at any time, at the holder's election. The Series A Convertible Preferred Stock has no expiration date; however, the Issuer must offer to repurchase each outstanding share of Series A Convertible Preferred Stock in the event of a fundamental change and each share of Series A Convertible Preferred Stock will mandatorily convert into shares of common stock upon the satisfaction of certain conditions. |
| 7. The conversion price is subject to customary anti-dilution adjustments, including in the event of any stock split, stock dividend, recapitalization or similar events. |
| 8. Voting and dispositive power with respect to the shares of Series A Convertible Preferred Stock held by the AE Funds and AE Structured LP is exercised by Michael Greene and David H. Rowe, the managing members of AeroEquity, which is the general partner of AE Fund II GP and AE Industrial Partners Structured Solutions I GP, LP ("AE Structured GP"). AE Fund II GP and AE Structured GP are the general partners of the AE Funds and AE Structured LP, respectively. |
| 9. Consists of warrants held directly by AE Red. |
| 10. The warrants will expire on September 2, 2026, subject to certain exceptions provided by the governing warrant agreement. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Aaron Futch, by Power of Attorney | 07/21/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||