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    Mercury Systems Inc filed SEC Form 8-K: Results of Operations and Financial Condition, Financial Statements and Exhibits

    5/6/25 4:01:32 PM ET
    $MRCY
    Electrical Products
    Technology
    Get the next $MRCY alert in real time by email
    mrcy-20250506
    False0001049521May 6, 202500010495212025-05-062025-05-06


    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, DC 20549

    FORM 8-K

    CURRENT REPORT
    PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934
    Date of report (Date of earliest event reported): May 6, 2025

    Mercury Systems, Inc.
    (Exact Name of Registrant as Specified in its Charter)
     
    Massachusetts001-4119404-2741391
    (State or Other Jurisdiction
    of Incorporation)
    (Commission File Number)
    (IRS Employer
    Identification No.)
     
    50 Minuteman Road, Andover,Massachusetts01810
    (Address of Principal Executive Offices)(Zip Code)
    Registrant’s telephone number, including area code: (978) 256-1300
    Not Applicable
    (Former Name or Former Address, if Changed Since Last Report)

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
     
    ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
    Emerging growth company  ☐

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐
    Securities registered pursuant to Section 12(b) of the Act:
    Title of each class
    Trading Symbol(s)
    Name of each exchange on which registered
    Common Stock, par value $0.01
    MRCY
    Nasdaq Global Select Market





    Item 2.02.    Results of Operations and Financial Condition.
    On May 6, 2025, Mercury Systems, Inc. (the "Company" or "we") issued a press release and an earnings presentation regarding its financial results for the third quarter ended March 28, 2025. The press release and earnings presentation are attached as exhibits 99.1 and 99.2 to this Current Report on Form 8-K and incorporated by reference herein.
    Information in Item 2.02 of this Current Report on Form 8-K and the exhibits 99.1 and 99.2 attached hereto 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 the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

    Use of Non-GAAP Financial Measures
    In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, the Company provides adjusted EBITDA, adjusted income, adjusted EPS, and free cash flow, which are non-GAAP financial measures. Adjusted EBITDA, adjusted income, and adjusted EPS exclude certain non-cash and other specified charges. The Company believes these non-GAAP financial measures are useful to help investors more completely understand its past financial performance and prospects for the future. However, the presentation of these non-GAAP financial measures is not meant to be considered in isolation or as a substitute for financial information provided in accordance with GAAP. Management believes these non-GAAP financial measures assist in providing a more complete understanding of the Company’s underlying operational results and trends, and management uses these measures along with the corresponding GAAP financial measures to manage the Company’s business, to evaluate its performance compared to prior periods and the marketplace, and to establish operational goals.

    Item 9.01.    Financial Statements and Exhibits.

    (d)    Exhibits.

    Exhibit No.
    Description
    99.1
    Press Release dated May 6, 2025
    99.2
    Earnings Presentation dated May 6, 2025
    104Cover Page Interactive Data File (embedded within the Inline XBRL document)




    SIGNATURES
    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.  
    Dated: May 6, 2025
    MERCURY SYSTEMS, INC.
    By: /s/ David E. Farnsworth
           David E. Farnsworth
           Executive Vice President, Chief Financial Officer




    EXHIBIT INDEX
    Exhibit No.
    Description
    99.1
    Press Release, dated May 6, 2025 of Mercury Systems, Inc.
    99.2
    Earnings Presentation, dated May 6, 2025 of Mercury Systems, Inc.


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