Item 5. Other Information
ITEM 5. OTHER INFORMATION
(a) Disclosure in lieu of reporting on a Current Report on Form 8-K.
None.
(b) Material changes to the procedures by which security holders may recommend nominees to the board of directors.
None.
(c) Insider trading arrangements and policies.
During the quarter ended June 30, 2026, none of our directors or “officers” (as defined in 16a-1(f) of the Exchange Act) adopted , modified or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as each such terms are defined under Rule 408 of Regulation S-K, except as follows:
On May 12, 2026 , Matthew Kuta , our President, Co-Founder and Director , adopted a Rule 10b5-1(c) trading arrangement intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 199,807 shares of our Class A common stock. The plan will expire on May 11, 2027 , subject to early termination in accordance with the arrangement.
On May 12, 2026 , Margaret Vernal , our Chief Legal Officer, General Counsel and Secretary , adopted a Rule 10b5-1(c) trading arrangement intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 7,937 shares of our Class A common stock. The plan will expire on August 10, 2027 , subject to early termination in accordance with the arrangement.
On May 13, 2026 , Matthew Magaña , our President of Space, Defense & National Security , adopted a Rule 10b5-1(c) trading arrangement intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 27,500 shares of our Class A common stock. The plan will expire on August 10, 2027 , subject to early termination in accordance with the arrangement.
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ITEM 6. EXHIBITS
The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report:
Incorporated by Reference
Exhibit Number Exhibit Description Form File No. Exhibit Filing Date Filed/Furnished Herewith
2.1 Plan of Conversion of Voyager Technologies, Inc., a Del a ware Co rporation, into Voyager Technologies, Inc., a Texa s Corp oration
8-K 001-42694 2.1 6/18/2026
3.1 Certificate of Formation of Voyager Technologies, Inc.
8-K 001-42694 3.1 6/18/2026
3.2 Bylaws of Voyager Technologies, Inc. as a Texas Corporation
8-K 001-42694 3.2 6/18/2026
10.1 Fourth Amendment, dated as of July 6, 2026, by and among the Company, the other Loan Parties party thereto, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent
8-K 001-42694 10.1 7/8/2026
31.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
*
31.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
*
32.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002
**
32.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002
**
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document *
101.SCH Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents *
104 Cover Page Interactive Data File (embedded within the Inline XBRL document) *
________________
* Filed herewith
** Furnished herewith
60
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
VOYAGER TECHNOLOGIES, INC.
Date: August 4, 2026
By: /s/ Dylan Taylor
Dylan Taylor
Chief Executive Officer and Chairman
(principal executive officer)
Date: August 4, 2026
By: /s/ Filipe De Sousa
Filipe De Sousa
Chief Financial Officer
(principal financial officer)
Date: August 4, 2026
By: /s/ Lance Weber
Lance Weber
Chief Accounting Officer
(principal accounting officer)
61
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.