New insider Aeroequity Gp, Llc claimed ownership of 58,705,427 shares (SEC Form 3)
$FLY
Military/Government/Technical
Industrials
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 08/06/2025 |
3. Issuer Name and Ticker or Trading Symbol
Firefly Aerospace Inc. [ FLY ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 4,695,184(1) | I | See Footnotes(2)(3)(4) |
| Common Stock | 7,924,721(1) | I | See Footnotes(2)(3)(5) |
| Common Stock | 7,217,573(1) | I | See Footnotes(2)(3)(6) |
| Common Stock | 38,215,447(1) | I | See Footnotes(2)(3)(7) |
| Common Stock | 652,502(1) | I | See Footnotes(2)(3)(8) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Warrants to Purchase Common Stock | (9) | 07/17/2033 | Common Stock | 100,320 | $21.1725 | I | See Footnotes(2)(3)(10) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The shares of common stock reported hereby give effect to the automatic conversion of the Issuer's preferred stock pursuant to the Issuer's Twelfth Amended and Restated Certificate of Incorporation. Such securities were held by the reporting person at the time the Issuer's common stock became registered pursuant to Section 12 of the Securities Exchange Act of 1934. |
| 2. Glow NS Holdings, LLC is controlled by Glow NS Intermediate Holdings, LLC, its sole member. Glow B Holdings, LLC and Glow NS Intermediate Holdings LLC are controlled by Glow Aggregator, LLC as each entity's sole member. Glow Aggregator, LLC is controlled by AE Industrial Partners Fund II, L.P. as managing member. AE Industrial Partners Fund II, L.P. is controlled by AE Industrial Partners Fund II GP, LP ("AE Fund II GP"), its general partner. Glow C Holdings, LLC, and Glow D Holdings, LLC are controlled by AE Industrial Partners Fund III, LP as managing member. AE Co-Investment Partners Fund III-F, LP and AE Industrial Partners Fund III, LP. are controlled by AE Industrial Partners Fund III GP, LP ("AE Fund III GP"), as each entity's general partner. AE Industrial Partners Structured Solutions I, LP is controlled by AE Industrial Partners Structured Solutions I GP, LP ("AE Solutions GP"), its general partner. |
| 3. (Continued from footnote 2) AE Fund II GP, AE Fund III GP, and AE Solutions GP are each managed by each entity's respective general partner, AeroEquity GP, LLC. AeroEquity GP, LLC is controlled by its managing members, Michael Greene and David Rowe. Messrs. Greene and Rowe make all voting and investment decisions with respect to the securities held by AE Industrial Partners. Each of the entities and individuals named above disclaims beneficial ownership of the securities held by AE Industrial Partners, except to the extent of its pecuniary interest therein. |
| 4. Held by Glow B Holdings, LLC. |
| 5. Held by Glow C Holdings, LLC. |
| 6. Held by Glow D Holdings, LLC. |
| 7. Held by Glow NS Holdings, LLC. |
| 8. Held by AE Co-Investment Partners Fund III-F, LP. |
| 9. Warrants are exercisable immediately. |
| 10. Held by AE Industrial Partners Structured Solutions I, LP. |
| Remarks: |
| Exhibit 24.1 - Power of Attorney |
| AeroEquity GP, LLC /s/ Michael Greene, Authorized Signatory | 08/06/2025 | |
| Glow B Holdings, LLC /s/ Kirk Konert, Authorized Signatory | 08/06/2025 | |
| Glow C Holdings, LLC /s/ Kirk Konert, Authorized Signatory | 08/06/2025 | |
| Glow D Holdings, LLC /s/ Kirk Konert, Authorized Signatory | 08/06/2025 | |
| Glow NS Holdings, LLC /s/ Kirk Konert, Authorized Signatory | 08/06/2025 | |
| AE Co-Investment Partners Fund III-F, LP /s/ Michael Greene, Authorized Signatory | 08/06/2025 | |
| AE Industrial Partners Structured Solutions I, LP /s/ Michael Greene, Authorized Signatory | 08/06/2025 | |
| /s/ Michael Greene | 08/06/2025 | |
| /s/ David H. Rowe | 08/06/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||