OTHER INFORMATION
−Removed: On July 11, 2025 , Kevin McDonnell , our Executive Vice President and Chief Financial Officer , adopted a trading arrangement (the “McDonnell Rule 10b5-1 Trading Plan”) for the sale of shares of Common Stock that is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c).
−Removed: The McDonnell Rule 10b5-1 Trading Plan, which has a term of approximately 8 months , provides for the sale of shares of Common Stock issuable under the terms of certain restricted stock awards granted to Mr.
−Removed: McDonnell by the Company.
−Removed: The aggregate number of shares of Common Stock that will be subject to sale pursuant to the terms of the McDonnell Rule 10b5-1 Trading Plan, is 4,296 shares.
−Removed: Other than with respect to the McDonnell Rule 10b5-1 Trading Plan, none of our directors or officers informed us of the adoption or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408 during the three-month period ended August 2, 2025.
+Added: On September 30, 2025 , Brian Shackley , our Vice President and Chief Accounting Officer , and Stephen Page , Director , each adopted a trading arrangement (the “Shackley Rule 10b5-1 Trading Plan” and “Page Rule 10b5-1 Trading Plan”, respectively) for the sale of shares of Common Stock that is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c).
+Added: The Shackley Rule 10b5-1 Trading Plan, which has a term of approximately 15 months , provides for the sale of shares of Common Stock issuable under the terms of certain restricted stock unit (“RSU”) awards granted to Mr.
+Added: Shackley by the Company (“RSU Shares”).
+Added: The aggregate number of RSU Shares that will be available for sale under the Shackley Rule 10b5-1 Trading Plan is not yet determinable because the shares available will be net of shares sold to satisfy tax withholding obligations that arise in connection with the vesting and settlement of such RSU awards.
+Added: Additionally, certain provisions within the Shackley Rule 10b5-1 Trading Plan specify a certain percentage of the net shares that can be sold at the vesting date of the underlying equity award.
+Added: As such, for purposes of this disclosure, the aggregate number of shares of Common Stock of that will be subject to sale pursuant to the terms of the Shackley 10b5-1 Trading Plan is 988 (plus max PRSU to vest in June 2026) reflecting the aggregate maximum number of gross shares underlying the equity awards subject to the Shackley Rule 10b5-1 Trading Plan.
+Added: The Page Rule 10b5-1 Trading Plan, which has a term of approximately 15 months , provides for the sale of shares of Common Stock issuable under the terms of certain RSU awards granted to Mr.
+Added: Page by the Company.
+Added: The aggregate number of shares of Common Stock that will be subject to sale pursuant to the terms of the Page Rule 10b5-1 Trading Plan, is a maximum of 11,000 (plus July 11, 2026 vesting amount) with sales contingent on future vesting of equity awards.
+Added: Other than with respect to the Shackley Rule 10b5-1 Trading Plan and Page Rule 10b5-1 Trading Plan, none of our directors or officers informed us of the adoption, modification or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408 during the three-month period ended November 1, 2025.
Amended and Restated Certificate of Incorporation of AeroVironment, Inc.
(incorporated by reference herein to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 3, 2024)
−Removed: Fifth Amended and Restated Bylaws of AeroVironment, Inc., amended as of October 1, 2024.
−Removed: (incorporated by reference herein to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the SEC on October 3, 2024)
+Added: Sixth Amended and Restated Bylaws of AeroVironment, Inc., amended as of November 20, 2025.
+Added: (incorporated by reference herein to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on November 25, 2025)
Indenture, dated as of July 3, 2025, between AeroVironment, Inc.
2 unchanged sentences
Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the SEC on July 3, 2025)
−Removed: Fourth Amendment to Credit Agreement, Amendment to Security and Pledge Agreement, and Joinder Agreement, dated May 1, 2025, by and among AeroVironment, Inc., certain lenders, letter of credit issuers, Bank of America, N.A., as the administrative agent and the swingline lender, and Bank of America, N.A., JPMorgan Chase Bank, N.A., U.S.
−Removed: Bank National Association and Citibank, N.A, as co-syndication agents for the Term A facility (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on May 1, 2025)
+Added: Amended and Restated 2021 Equity Incentive Plan (incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A filed August 13, 2025)
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
12 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
−Removed: September 9, 2025
+Added: December 9, 2025
AEROVIRONMENT, INC.
7 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.