Director — Charles Thomas Burbage: Mr. Burbage is retiring from the Board and not standing for re-election, with a new director appointed.

Director — Stephen Page: Mr. Stephen Page is retiring from the Board and will not stand for re-election.

above is incorporated herein by reference. ​ Attached as Exhibit 99.2 hereto is a presentation containing additional information regarding the Company’s fourth quarter fiscal 2026 financial results for the period ended April 30, 2026. A copy of the presentation is also available on the investor relations section of the Company’s website at https://investor.avinc.com/events-and-presentations. The information contained on the Company’s website is not incorporated by reference into, and does not…

Class I director — William J. Lynn, III: The company appointed a new director and reduced the board size.

Director — David Wodlinger and Henry Albers: Directors David Wodlinger and Henry Albers resigned from the Board without immediate successors.

Non-Reliance on Previously Issued Financial Statements or Related Audit Report or Completed Interim Review On June 17, 2026, the Audit Committee (the “Audit Committee”) of the Board of Directors (“Board”) of AeroVironment, Inc., a Delaware corporation (the “Company”) determined, after discussion with management, that the previously issued unaudited condensed consolidated financial statements filed in its Quarterly Report on Form 10-Q for the three and nine months ended January 31, 2026 (the “…

Chief Financial Officer — Sean Woodward: Sean Woodward was promoted to Executive Vice President and Chief Financial Officer, succeeding Kevin McDonnell.

Chief Operating Officer — Robert Smith: Appointment of Robert Smith as the Company’s Executive Vice President and Chief Operating Officer.

Executive Vice President and Chief Operating Officer — Brad Truesdell: Mr. Truesdell is retiring and will be succeeded by a new principal operating officer.

Unregistered Sales of Equity Securities. On March 16, 2026 (the “Closing Date”), AeroVironment, Inc., a Delaware corporation (the “Company”), consummated its acquisition of Empirical Systems Aerospace, Inc., a California corporation (“ESAero”), pursuant to that certain Agreement and Plan of Merger, dated March 16, 2026 (the “Merger Agreement”), by and among the Company, ESAero, Eagle 3 Enterprises, Inc., a California corporation and wholly owned subsidiary of the Company (“Merger Sub”), and t…

Other Events ​ On March 10, 2026, during the course of negotiations between the Company and the U.S. Government regarding the Company’s Other Transaction Agreement (the “Agreement”) for the delivery of BADGER phased array antenna systems to support the Satellite Communication Augmentation Resource (“SCAR”) program, the U.S. Government informed the Company that it now intends to proceed with a termination for convenience of the Agreement, while providing the Company with the opportunity to com…

above is incorporated herein by reference. ​ Attached as Exhibit 99.2 hereto is a presentation containing additional information regarding the Company’s third quarter fiscal 2026 financial results for the period ended January 31, 2026. A copy of the presentation is also available on the investor relations section of the Company’s website at https://investor.avinc.com/events-and-presentations. The information contained on the Company’s website is not incorporated by reference into, and does no…

The filing describes the adoption of a nonqualified deferred compensation plan for certain key employees and board members.

Chief Financial Officer — Kevin McDonnell: Kevin McDonnell is retiring as the Chief Financial Officer with an orderly transition plan in place.

Other Events On January 16, 2026, upon the mutual agreement of AeroVironment, Inc. (the “Company”) and the U.S. Government, the U.S. Government issued a stop work order on the Company’s Other Transaction Agreement for the delivery of BADGER phased array antenna systems to support the Satellite Communication Augmentation Resource (“SCAR”) program. The stop work order allows for the parties to negotiate an amended agreement for the future of the SCAR program under new requirements for the progr…

Entry into a Material Definitive Agreement. On December 18, 2025, AeroVironment, Inc. (the “Company”) executed a new lease (the “Lease”) with QOZ 201CC TWO, LLC (the “Landlord”) for certain premises consisting of approximately 130,733 square feet located at 4387 West 2100 South, West Valley City, Utah 84120 (the “Premises”). The Lease will commence on the earlier of the Company occupying the Premises and conducting business therein, or the date of substantial completion of improvements as def…

above is incorporated herein by reference. Attached as Exhibit 99.2 hereto is a presentation containing additional information regarding the Company’s second quarter fiscal 2026 financial results for the period ended November 1, 2025. A copy of the presentation is also available on the investor relations section of the Company’s website at https://investor.avinc.com/events-and-presentations. The information contained on the Company’s website is not incorporated by reference into, and does not…

above is incorporated herein by reference. ​ Attached as Exhibit 99.2 hereto is a presentation containing additional information regarding the Company’s second quarter fiscal 2026 financial results for the period ended November 1, 2025. A copy of the presentation is also available on the investor relations section of the Company’s website at https://investor.avinc.com/events-and-presentations. The information contained on the Company’s website is not incorporated by reference into, and does n…

The filing describes an equity plan amendment and restatement, not a management change.

above is incorporated herein by reference. ​ Attached as Exhibit 99.2 hereto is a presentation containing additional information regarding the Company’s first quarter fiscal 2026 financial results for the period ended August 2, 2025. A copy of the presentation is also available on the investor relations section of the Company’s website at https://investor.avinc.com/events-and-presentations. The information contained on the Company’s website is not incorporated by reference into, and does not…

EVP & General Manager — Brett Hush: The resignation of an Executive Vice President and General Manager is a genuine departure of a senior officer, but the stated reason (pursuing other opportunities) and lack of disagreement suggest a neutral, non-shock event.

C reation of a Direct Financial Obligation or an Off-Balance Sheet Arrangement The disclosure set forth in

Entry into a Material Definitive Agreement On July 1, 2025, AeroVironment, Inc. (the “ Company ”) entered into an underwriting agreement (the “ Common Stock Underwriting Agreement ”) with certain underwriters (the “ Common Stock Underwriters ”) agreeing, subject to customary conditions, to issue and sell 3,528,226 shares of the Company’s common stock to the Common Stock Underwriters. In addition, pursuant to the Common Stock Underwriting Agreement, the Company granted the Common Stock Underwr…

Other Events. As previously disclosed, on May 1, 2025, AeroVironment, Inc. (the “Company”) (a) announced that it closed its acquisition (the “Acquisition”) of BlueHalo Financing Topco, LLC, a Delaware limited liability company (“BlueHalo”) pursuant to the terms of an Agreement and Plan of Merger entered into on November 18, 2024, and (b) drew on a term loan with an initial principal amount of $700.0 million (the “Term Loan”) and drew $225.0 million from its revolving credit facility (the “Rev…

above is incorporated herein by reference. ​ Attached as Exhibit 99.2 hereto is a presentation containing additional information regarding the Company’s fourth quarter fiscal 2025 financial results for the period ended April 30, 2025. A copy of the presentation is also available on the investor relations section of the Company’s website at https://investor.avinc.com/events-and-presentations. The information contained on the Company’s website is not incorporated by reference into, and does not…