OTHER EVENTS. On August 28, 2026, the Company, through its wholly owned subsidiary, completed its previously announced acquisition of Walker for approximately $95 million or £70 million in cash, subject to customary adjustments. The Share Purchase Agreement for the acquisition contains customary representations, warranties and covenants of the parties. Walker’s advanced products support missile seekers, guidance systems and control systems on more than 25 EU tactical missile, air and defense…

Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. Please see

Entry Into a Material Definitive Agreement. On August 26, 2026, Karman Holdings Inc. (the “Company”) entered into a Sixth Amendment to its Credit Agreement (the “Sixth Amendment”), which amends the Credit Agreement, dated as of April 1, 2025 (as amended by the First Amendment to Credit Agreement, dated as of May 27, 2025, the Second Amendment to Credit Agreement, dated as of October 24, 2025, the Third Amendment to Credit Agreement, dated as of February 2, 2026, the Fourth Amendment to Credit…

CFO — Chris Boynton: The filing announces the appointment of an external CFO (Chris Boynton) to replace the current CFO (Mike Willis), representing an orderly succession rather than a sudden loss of leadership.

Results of Operations and Financial Condition. On August 6, 2026, Karman Holdings Inc. (the “Company”) issued a press release announcing its financial results for the second quarter fiscal year ended June 30, 2026 (the “Press Release”) and issued earnings highlights for the second quarter fiscal year ended June 30, 2026 (the “Earnings Highlights”). Copies of the Press Release and Earnings Highlights are attached as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-…

CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. Please see

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On August 3, 2026, Karman Holdings Inc. (the “Company”) entered into a Fifth Amendment to its Credit Agreement (the “Fifth Amendment”), which amends the Credit Agreement, dated as of April 1, 2025 (as amended by the First Amendment to Credit Agreement, dated as of May 27, 2025, the Second Amendment to Credit Agreement, dated as of October 24, 2025, the Third Amendment to Credit Agreement, dated as of February 2, 2026 and the Fourth Amendment to Cred…

Changes in Registrant’s Certifying Accountant. On June 10, 2026, the Audit Committee of the Board of Directors (the “Audit Committee”) of Karman Holdings Inc. (the “Company”) approved the appointment of PricewaterhouseCoopers LLP (“PwC”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. On June 10, 2026, the Audit Committee of the Company also approved the dismissal of Baker Tilly US, LLP (“Baker Tilly”) as the Company’s independent r…

Entry into a Material Definitive Agreement. Underwriting Agreement On May 28, 2026, Karman Holdings Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the persons named in Schedule II thereto (the “Selling Stockholders”) and Citigroup Global Markets Inc. and Evercore Group L.L.C., as the underwriters (the “Underwriters”), pursuant to which the Selling Stockholders agreed to sell 14,000,000 shares of common stock, par value $0.001 per share, of the…

Results of Operations and Financial Condition. On May 12, 2026, Karman Holdings Inc. (the “Company”) issued a press release announcing its financial results for the first quarter fiscal year ended March 31 2026 (the “Press Release”) and issued earnings highlights for the first quarter fiscal year ended March 31 2026 (the “Earnings Highlights”). Copies of the Press Release and Earnings Highlights are attached as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K (t…

shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. Please see

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On March 9, 2026, Karman Holdings Inc. (the “Company”) entered into a Fourth Amendment to its Credit Agreement (the “Fourth Amendment”), which amends the Credit Agreement, dated as of April 1, 2025 (as amended by the First Amendment to Credit Agreement, dated as of May 27, 2025, Second Amendment to Credit Agreement, dated as of October 24, 2025 and Third Amendment to Credit Agreement, dated as of February 2, 2026) by and among the Company, Citibank,…

CEO — Anthony Koblinski: Anthony Koblinski is retiring as CEO, and Jonathan Rambeau has been appointed as the new CEO.

CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. Please see

OTHER EVENTS. On December 31, 2025, the Company entered into a Securities Purchase Agreement (the “Agreement”) under which a wholly-owned subsidiary of the Company agreed to purchase Seemann Composites, LLC and Materials Sciences LLC (together, the “Company Group”), for (i) $210,000,000.00 in cash and (ii) shares of common stock of the Company with an aggregate value equal to $10,000,000.00, subject to certain customary purchase price adjustments (the “Acquisition”). On February 3, 2026, the…

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On February 2, 2026, Karman Holdings Inc. (the “Company”) entered into a Third Amendment to its Credit Agreement (the “Third Amendment”), which amends the Credit Agreement, dated as of April 1, 2025 (as amended by the First Amendment to Credit Agreement, dated as of May 27, 2025 and Second Amendment to Credit Agreement, dated as of October 24, 2025) by and among the Company, Citibank, N.A., as Administrative Agent and Collateral Agent (“Citibank”),…

and Exhibits 99.1 and 99.2 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Cautionary Note Regarding Forward-Lo…

shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. Please see

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On October 24, 2025, Karman Holdings Inc. (the “Company”) entered into that certain Second Amendment to Credit Agreement (the “Credit Agreement Amendment”) which amends that certain Credit Agreement, dated as of April 1, 2025, (as amended by that certain First Amendment to Credit Agreement, dated as of May 27, 2025 and as further amended by the Credit Agreement Amendment, the “Credit Agreement”) by and among the Company, Citibank, N.A. (“Citibank”),…

shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Entry into a Material Definitive Agreement. Underwriting Agreement On July 23, 2025, Karman Holdings Inc. (the “Company”) priced the underwritten public offering (the “Offering”) of its common stock, par value $0.001 per share (the “Common Stock”), at a public offering price of $49.00 per share (the “Offering Price”), pursuant to the Company’s registration statement on Form S-1 (File No. 333-288809), as amended (the “Registration Statement”). On July 23, 2025, in connection with the pricing o…

Results of Operations and Financial Condition. On July 21, 2025, Karman Holdings Inc. (the “Company”) issued a press release announcing certain estimated preliminary unaudited financial results for the second quarter ended June 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 (the “Section”) of the Securi…

Changes in Registrant’s Certifying Accountant. On June 4, 2025, Karman Holdings, Inc. (the “Company”) was notified that Moss Adams LLP (“Moss Adams”), the Company’s independent registered public accounting firm, merged with Baker Tilly US, LLP effective on June 3, 2025. The combined audit practices operate as Baker Tilly US, LLP (“Baker Tilly”). In connection with the notification of the merger, Moss Adams has resigned as the auditor of the Company and the Audit Committee of the Company’s Boa…