Regulation FD Disclosure. On August 31, 2026, the Company issued a press release announcing its receipt of the Notice, as required by Nasdaq Listing Rule 5810(b). A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to li…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On August 26, 2026, XTI Aerospace, Inc. (the “Company”) received a notice (the “Notice”) from the Listing Qualifications department of The Nasdaq Stock Market LLC (“Nasdaq”) stating that, because the Company had not yet filed its Quarterly Report on Form 10-Q (“Form 10-Q”) for the quarter ended June 30, 2026, the Company is no longer in compliance with Nasdaq Listing Rule 5250(c)(1). Nasdaq Li…

Entry into a Material Definitive Agreement. See disclosure in

CEO — Scott Pomeroy: The CEO resigned effective immediately amid a pending internal review of corporate governance matters, indicating potential misconduct or instability rather than a planned succession.

Changes in Registrant’s Certifying Accountant CBIZ CPAs P.C. (“ CBIZ ”) was previously the principal accountants for XTI Aerospace, Inc. (the “ Company ”). CBIZ was dismissed effective June 26, 2026 from their engagement for the Company, and KPMG LLP (“ KPMG ”) was engaged as the Company’s principal accountants. The decision to change accountants was approved by the Audit Committee of the Company’s Board of Directors. As previously disclosed in a Current Report on Form 8-K filed on March 27,…

Results of Operations and Financial Condition. On May 14, 2026, XTI Aerospace, Inc. (the “Company”) issued a press release regarding its financial results for the quarter ended March 31, 2026. A copy of the press release is furnished hereto as Exhibit 99.1. Senior management’s prepared remarks are also furnished hereto as Exhibit 99.2. The Company will post these prepared remarks providing additional detail and context regarding the Company’s financial results and business update, following t…

Results of Operations and Financial Condition. On April 15, 2026, XTI Aerospace, Inc. (the “Company”) issued a press release regarding its fourth quarter and full year 2025 financial results. A copy of the press release is furnished hereto as Exhibit 99.1. Senior management’s prepared remarks are attached as Exhibit 99.2 to this report. The Company will post to its investor relations website, ir.xtiaerospace.com, an investor presentation and prepared remarks by 4:30 p.m. Eastern Time on Wedne…

Other Events. On March 11, 2026, XTI Drones, LLC, a wholly-owned subsidiary of XTI Aerospace, Inc. (the “Company”), filed a Certificate of Formation with the Secretary of State of Texas to form XTI Drones - Defense, LLC, a direct subsidiary of XTI Drones, LLC and an indirect wholly-owned subsidiary of the Company. The formation of XTI Drones - Defense, LLC is intended to support and further the Company’s publicly disclosed corporate strategy, which includes exploring opportunities in the Vert…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained in

Entry into a Material Definitive Agreement. On February 11, 2026, Drone Nerds, LLC, a Florida limited liability company (“Drone Nerds”) and subsidiary of XTI Aerospace, Inc. (the “Company”), and Anzu Robotics, LLC, a Delaware limited liability company and subsidiary of the Company (“Anzu”; Drone Nerds and Anzu, collectively, the “Borrowers”), entered into a Credit Agreement (the “Credit Agreement”) with the other Loan Parties party thereto and JPMorgan Chase Bank, N.A. (the “Lender”). The “Lo…

Regulation FD Disclosure. On February 17, 2026, the Company issued a press release announcing the transactions contemplated by the Credit Agreement. A copy of the press release is furnished with this Report as Exhibit 99.1 and is incorporated herein by reference. The information furnished in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to th…

Material Modification to Rights of Security Holders. The information contained in

director, chief executive officer of Real-Time Location Systems division — Soumya Das: Mr. Das resigned from his positions as a director and CEO of the Real-Time Location Systems division.

Completion of Acquisition or Disposition of Assets. The information contained in

Entry into a Material Definitive Agreement. On February 3, 2026 (the “Signing Date” and the “Closing Date”), XTI Aerospace, Inc. (the “Company”) completed the disposition of the Inpixon Business (as defined below) pursuant to a Share Purchase and Transfer Agreement (the “SPA”) entered into on the same date with EVO 467. GmbH, a German limited liability company (the “Purchaser”). Pursuant to the SPA, the Company sold and assigned to the Purchaser all of the shares (the “Inpixon Shares”) of Inp…

Unregistered Sales of Equity Securities. As previously disclosed, all outstanding shares of Series 10 Convertible Preferred Stock (the “Series 10 Preferred Stock”), of XTI Aerospace, Inc. (the “Company”), all of which were purchased by Unusual Machines, Inc. (“Unusual Machines”) for $25,000,000 (the “Subscription Amount”) in a private placement that closed on November 12, 2025, automatically converted into shares of the Company’s common stock (the “Common Stock”), subject to the beneficial ow…

Chief Strategy Officer — Tobin Arthur: New employment agreement and stock option award for Chief Strategy Officer Tobin Arthur.

Chief Executive Officer — Scott Pomeroy: New employment agreements were signed for the CEO and CFO, with no change in roles.

Results of Operations and Financial Condition. On November 19, 2025, XTI Aerospace, Inc. (the “Company”) issued a press release regarding its financial results for the quarter ended September 30, 2025, providing a business update and announcing the filing of its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. The information furn…

The Class B Units, the Series 10 Preferred Stock, the Pre-Funded Warrants, the Placement Agent’s Warrants, the Pre-Funded Warrant Shares, the PA Warrant Shares and the shares of Common Stock issuable upon any exchange of the Class B Units, and upon any conversion of, or as a dividend on, the Series 10 Preferred Stock were, or will be, as the case may be, offered and sold pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”…

Material Modifications to Rights of Security Holders. The information contained in

Completion of Acquisition or Disposition of Assets. The information contained in

Acquisitions of Drone Nerds, LLC and Anzu Robotics, LLC On November 10, 2025 (the “Closing Date”), XTI Drones Holdings, LLC, a Texas limited liability company (“XTI Drones Holdings”) and a subsidiary of XTI Drones, LLC, which is a wholly-owned subsidiary of XTI Aerospace, Inc. (the “Company”), acquired 100% of the issued and outstanding equity interests of two enterprise drone solutions providers, Drone Nerds, LLC, a Florida limited liability company (“Drone Nerds”), and Anzu Robotics, LLC, a…

Other Events. Risks Related to the Acquisitions There are a number of significant risks related to the Acquisitions, including the risk factors enumerated below. Accordingly, the Company is providing these additional risk factors to supplement the risks described in “Risk Factors” in the Company’s 2024 Form 10-K, Q1 2025 Form 10-Q and Q2 2025 Form 10-Q and other filings made with the Commission. All references to “we,” “us” or “our” mean the Company and its subsidiaries, including Drone Nerds…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained in