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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Spirit AeroSystems Holdings, Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| August 8, 2025 |
Exhibit 2.1* SHARE PURCHASE AGREEMENT BY AND AMONG COMPOSITES TECHNOLOGY RESEARCH MALAYSIA SDN. BHD., SPIRIT AEROSYSTEMS, INC., SPIRIT AEROSYSTEMS INTERNATIONAL HOLDINGS, INC., AND SOLELY FOR THE PURPOSES SET FORTH HEREIN, DRB-HICOM Berhad Dated as of August 8, 2025 * The copy of the Share Purchase Agreement, dated as of August 8, 2025, by and among Composites Technology Research Malaysia Sdn. Bhd |
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| August 8, 2025 |
Exhibit 99.1 SPIRIT PROPRIETARY Spirit AeroSystems Announces Definitive Agreement with CTRM for Acquisition of Facility in Subang, Malaysia WICHITA, Kan., August 8, 2025— Today, Spirit AeroSystems Holdings, Inc. (NYSE: SPR) announces a purchase agreement to sell its facility and businesses in Subang, Malaysia to Composites Technology Research Malaysia Sdn Bhd (“CTRM”) for $95,200,000, subject to c |
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| August 8, 2025 |
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): August 8, 2025 Spirit AeroSystems Holdings, Inc. |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 5, 2025 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (C |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 3, 2025 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-3 |
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| August 5, 2025 |
Spirit AeroSystems Reports Second Quarter 2025 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports Second Quarter 2025 Results Second quarter 2025 •Revenues of $1.6 billion •EPS of $(5.36); Adjusted EPS* of $(3.34) •Cash used in operations of $144 million; Free cash flow* usage of $190 million Wichita, Kan., August 5, 2025 - Spirit AeroSystems Holdings, Inc. (NYSE: SPR) |
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| July 16, 2025 |
Current Report on Form 8-K (File No. 001-33160), filed July Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THIRD AMENDED AND Restated Memorandum of Agreement BETWEEN AIRBUS SAS AND SPIRIT AEROSYSTEMS, INC, SPIRIT AEROSYSTEMS (EUROPE) LIMITED, SHORT BROTHERS PLC AND SPIRIT AEROSYSTEMS NORT |
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| July 16, 2025 |
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): July 11, 2025 Spirit AeroSystems Holdings, Inc. |
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| July 1, 2025 |
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): June 25, 2025 Spirit AeroSystems Holdings, Inc. |
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| July 1, 2025 |
Exhibit 10.1* Execution Version AMENDED AND RESTATED Delayed-Draw BRIDGE CREDIT AGREEMENT Dated as of June 25, 2025 Relating to that certain Delayed-Draw Bridge Credit Agreement dated as of June 30, 2024, as amended by that certain First Amendment to Delayed-Draw Bridge Credit Agreement, dated as of February 14, 2025 among SPIRIT AEROSYSTEMS, INC., as Borrower, THE LENDERS PARTY HERETO FROM TIME T |
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| May 29, 2025 |
Exhibit 1.01 Spirit AeroSystems Holdings, Inc. Conflict Minerals Report For the reporting period from January 1, 2024 to December 31, 2024 This Conflict Minerals Report (“CMR”) of Spirit AeroSystems Holdings, Inc. and its consolidated subsidiaries (the “Company”) has been prepared in accordance with Rule 13p-1 (“Rule 13p-1”) and Form SD promulgated under the Securities Exchange Act of 1934, as ame |
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| May 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM SD Specialized Disclosure Report Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 3801 South Oliver Wichita, Kansas 67210 (Addres |
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| May 27, 2025 |
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 23, 2025 Spirit AeroSystems Holdings, Inc. |
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| May 12, 2025 |
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 12, 2025 Spirit AeroSystems Holdings, Inc. |
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| May 1, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| May 1, 2025 |
Spirit AeroSystems Reports First Quarter 2025 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports First Quarter 2025 Results First Quarter 2025 •Revenues of $1.5 billion •EPS of $(5.21); Adjusted EPS* of $(4.25) •Cash used in operations of $420 million; Free cash flow* usage of $474 million Wichita, Kan., May 1, 2025 - Spirit AeroSystems Holdings, Inc. (NYSE: SPR) (“Spi |
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| May 1, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| May 1, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| May 1, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 1, 2025 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (Comm |
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| May 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 3, 2025 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001- |
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| May 1, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| April 28, 2025 |
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): April 23, 2025 Spirit AeroSystems Holdings, Inc. |
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| April 28, 2025 |
Current Report on Form 8-K (File No. 001-33160), filed April 28, 2025, Exhibit Exhibit 10.1 Execution Version MEMORANDUM OF AGREEMENT BETWEEN AIRBUS SAS AND SPIRIT AEROSYSTEMS, INC, SPIRIT AEROSYSTEMS (EUROPE) LIMITED, SHORT BROTHERS PLC AND SPIRIT AEROSYSTEMS NORTH CAROLINA, INC This Memorandum of Agreement (the “MoA”) is entered into on the date of last signature hereof by the Parties and is effective on the 22 April 2025 (the “MoA Effective Date”). BETWEEN AIRBUS S.A.S., |
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| April 28, 2025 |
Exhibit 99.1 SPIRIT PROPRIETARY Spirit AeroSystems Signs Divestiture Agreement with Airbus WICHITA, Kan., April 28, 2025 – Spirit AeroSystems Holdings, Inc. [NYSE: SPR] announced that Spirit has entered into a definitive agreement with Airbus SE to transfer ownership of certain assets and sites involved in the production of Airbus aerostructures to Airbus. The divestiture of these assets is expect |
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| April 28, 2025 |
Current Report on Form 8-K (File No. 001-33160), filed April 28, 2025, Exhibit 2.1 Exhibit 2.1* Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. In this exhibit, “[***]” indicates where such information is omitted. STOCK AND ASSET PURCHASE AGREEMENT between SPIRIT AEROSYSTEMS, INC. and AIRBUS SE Dated as of April 27, 2025 * The copy of the Stock and Asset Purc |
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| April 23, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| February 28, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-K (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-3316 |
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| February 28, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 28, 2025 |
AMENDMENT 8 GENERAL TERMS AGREEMENT THE BOEING COMPANY SPIRIT AEROSYSTEMS, INC. AMENDMENT 8 TO GENERAL TERMS AGREEMENT BCA-65530-0016 BETWEEN THE BOEING COMPANY AND SPIRIT AEROSYSTEMS, INC. |
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| February 28, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 28, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 28, 2025 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| February 28, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 28, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 28, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 28, 2025 |
AMENDMENT 5 GENERAL TERMS AGREEMENT (GTA) BCA-65520-0032 THE BOEING COMPANY SPIRIT AEROSYSTEMS, INC. AMENDMENT 5 TO GENERAL TERMS AGREEMENT (GTA) BCA-65520-0032 BETWEEN THE BOEING COMPANY AND SPIRIT AEROSYSTEMS, INC. |
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| February 28, 2025 |
ADVANCE PAYMENTS AGREEMENT This ADVANCE PAYMENTS AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is effective as of November 8, 2024 (the “Effective Date”), by and among Spirit AeroSystems, Inc. |
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| February 28, 2025 |
Spirit AeroSystems Reports Fourth Quarter 2024 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports Fourth Quarter 2024 Results Fourth Quarter 2024 •Revenues of $1.7 billion •EPS of $(5.38); Adjusted EPS* of $(4.22) •Cash provided by operations of $137 million; Free cash flow* of $91 million Wichita, Kan., February 28, 2025 - Spirit AeroSystems Holdings, Inc. (NYSE: SPR) |
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| February 28, 2025 |
AMENDMENT 1 TO 737 PRODUCTION RATE ADVANCE MEMORANDUM OF AGREEMENT BETWEEN THE BOEING COMPANY AND SPIRIT AEROSYSTEMS, INC. |
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| February 28, 2025 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 28, 2025 |
nnual Report on Form 10-K (File No. 001-33160) AMENDMENT 2 TO 737 PRODUCTION RATE ADVANCE MEMORANDUM OF AGREEMENT BETWEEN THE BOEING COMPANY AND SPIRIT AEROSYSTEMS, INC. |
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| February 28, 2025 |
Annual Report on Form 10-K (File No. 001-33160), filed February 28, 2025, Exhibit 10.1 AMENDMENT 1 to SECOND AMENDED AND RESTATED MEMORANDUM OF AGREEMENT between AIRBUS SAS and SPIRIT AEROSYSTEMS, INC. |
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| February 28, 2025 |
EXHIBIT 21.1 Subsidiaries of Spirit AeroSystems Holdings, Inc. - Delaware Spirit AeroSystems, Inc. - Delaware Spirit AeroSystems Finance, Inc. - Delaware Subsidiaries of Spirit AeroSystems, Inc. - Delaware Spirit AeroSystems International Holdings, Inc. - Delaware Spirit AeroSystems Operations International, Inc. - Delaware Spirit AeroSystems North Carolina, Inc. - North Carolina Spirit AeroSystem |
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| February 28, 2025 |
Annual Report on Form 10-K (File No. 001-33160), filed February 28, 2025, Exhibit 10.1 AMENDMENT 2 TO MEMORANDUM OF AGREEMENT MOA-65C00-9900 737 PRODUCTION RATE ADVANCE between THE BOEING COMPANY and SPIRIT AEROSYSTEMS, INC. |
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| February 28, 2025 |
SPIRIT AEROSYSTEMS HOLDINGS, INC. MANDATORY RECOUPMENT POLICY SPIRIT AEROSYSTEMS HOLDINGS, INC. MANDATORY RECOUPMENT POLICY I. BACKGROUND Spirit Aerosystems Holdings, Inc. (the “Company”) has adopted this policy (this “Policy”) to provide for the recovery or “clawback” of certain incentive compensation in the event of a Restatement. This Policy is intended to comply with, and will be interpreted to be consistent with, the requirements of Section 303A.14 of t |
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| February 14, 2025 |
8-K (File No. 001-33160), filed Exhibit 10.2 Execution Version THIRD AMENDMENT TO TERM LOAN CREDIT AGREEMENT THIRD AMENDMENT TO TERM LOAN CREDIT AGREEMENT, dated as of February 14, 2025 (this “Amendment”), by and among Spirit AeroSystems, Inc., a Delaware corporation (the “Borrower”), the Lenders party hereto constituting the Required Lenders (each as defined in the Existing Credit Agreement referred to below) and Bank of Americ |
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| February 14, 2025 |
(File No. 001-33160), filed February 14, 2025, Exhibit 10.1 Exhibit 10.1 Execution Version FIRST AMENDMENT TO DELAYED-DRAW BRIDGE CREDIT AGREEMENT FIRST AMENDMENT TO DELAYED-DRAW BRIDGE CREDIT AGREEMENT, dated as of February 14, 2025 (this “Amendment”), by and among Spirit AeroSystems, Inc., a Delaware corporation (the “Borrower”), the sole Lender party hereto constituting the Required Lenders (each as defined in the Existing Credit Agreement referred to b |
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| February 14, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): February 14, 2025 Spirit AeroSystems Holdings, Inc. |
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| February 10, 2025 |
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): February 10, 2025 Spirit AeroSystems Holdings, Inc. |
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| February 10, 2025 |
Exhibit 99.1 Spirit AeroSystems Proprietary Spirit AeroSystems Holdings, Inc. February 10, 2025 Investor Presentation Spirit AeroSystems Proprietary 2 Cautionary Statement About Preliminary Financial Information and Other Forward - Looking Information Cautionary Statement Regarding Forward - Looking Statements This presentation of Spirit AeroSystems Holdings, Inc . (the “Company,” “Spirit,” “we,” |
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| January 31, 2025 |
Submission of Matters to a Vote of Security Holders 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): January 31, 2025 Spirit AeroSystems Holdings, Inc. |
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| January 23, 2025 |
Entry into a Material Definitive Agreement 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): January 22, 2025 Spirit AeroSystems Holdings, Inc. |
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| January 17, 2025 |
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): January 17, 2025 Spirit AeroSystems Holdings, Inc. |
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| January 17, 2025 |
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): January 17, 2025 Spirit AeroSystems Holdings, Inc. |
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| January 13, 2025 |
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): January 13, 2025 Spirit AeroSystems Holdings, Inc. |
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| December 20, 2024 |
DEFM14A Table of Contents Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| November 19, 2024 |
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): November 17, 2024 Spirit AeroSystems Holdings, Inc. |
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| November 19, 2024 |
Exhibit 2.1* STOCK PURCHASE AGREEMENT BY AND AMONG TEX-TECH INDUSTRIES, INC., FIBER MATERIALS INC. AND SPIRIT AEROSYSTEMS, INC. Dated as of November 17, 2024 * The copy of the Stock Purchase Agreement in this Exhibit 2.1 (the “Agreement”) has been included as an exhibit to provide investors with information regarding the terms of the Agreement. It is not intended to provide any other factual infor |
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| November 14, 2024 |
SPR / Spirit AeroSystems Holdings, Inc. / Pentwater Capital Management LP Passive Investment SC 13G 1 p24-3293sc13g.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Spirit AeroSystems Holdings, Inc. (Name of Issuer) Class A common stock, par value $0.01 per share (Title of Class of Securities) 848574109 (CUSIP Number) September 30, 2024 (Date of event which requires filing of this statement) Check the ap |
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| November 14, 2024 |
SPR / Spirit AeroSystems Holdings, Inc. / STEADFAST CAPITAL MANAGEMENT LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Spirit AeroSystems Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (Title of Class of Securities) 848574109 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate bo |
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| November 14, 2024 |
JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(k) EX-99.1 2 exhibit99.htm JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13D-1(K) EXHIBIT 99.1 JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned witho |
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| November 12, 2024 |
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): November 12, 2024 Spirit AeroSystems Holdings, Inc. |
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| November 12, 2024 |
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): November 8, 2024 Spirit AeroSystems Holdings, Inc. |
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| November 5, 2024 |
AMENDMENT 54 TO SPECIAL BUSINESS PROVISIONS (SBP) MS-65530-0016 BETWEEN THE BOEING COMPANY AND SPIRIT AEROSYSTEMS, INC. |
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| November 5, 2024 |
Confidential investor material. Exhibit 99.1 |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 26, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| November 5, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): November 5, 2024 Spirit AeroSystems Holdings, Inc. |
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| October 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 17, 2024 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (Co |
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| October 24, 2024 |
Spirit AeroSystems Reports Third Quarter 2024 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports Third Quarter 2024 Results Third Quarter 2024 •Revenues of $1.5 billion •EPS of $(4.07); Adjusted EPS* of $(3.03) •Cash used in operations of $276 million; Free cash flow* usage of $323 million Wichita, Kan., October 23, 2024 - Spirit AeroSystems Holdings, Inc. (NYSE: SPR) |
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| October 17, 2024 |
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): October 15, 2024 Spirit AeroSystems Holdings, Inc. |
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| October 17, 2024 |
Form of Section 280G Acceleration and Clawback Acknowledgement EX-10.1 2 tm2425387d2ex10-1.htm EXHIBIT 10.1 EXHIBIT 10.1 Section 280G Acceleration and Clawback Acknowledgement October [], 2024 As you are aware, on June 30, 2024, Spirit AeroSystems Holdings, Inc., a Delaware corporation (the “Company”), The Boeing Company, a Delaware corporation (“Parent”), and Sphere Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub” |
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| October 17, 2024 |
Form of Section 280G Acceleration and Clawback Acknowledgement EXHIBIT 10.1 Section 280G Acceleration and Clawback Acknowledgement October [], 2024 As you are aware, on June 30, 2024, Spirit AeroSystems Holdings, Inc., a Delaware corporation (the “Company”), The Boeing Company, a Delaware corporation (“Parent”), and Sphere Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”) entered into an Agreement and Plan of Merge |
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| October 17, 2024 |
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): October 15, 2024 Spirit AeroSystems Holdings, Inc. |
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| October 2, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 333-281498 On October 2, 2024, Spirit AeroSystems Holdings, Inc. added the following questions and answers to previously posted question-and-answ |
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| August 27, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 333-281498 On August 27, 2024, Spirit AeroSystems Holdings, Inc. added the following to previously posted question-and-answer materials on the co |
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| August 27, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. 425 1 tm2422754d2425.htm 425 Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 333-281498 Teammates – We continue to receive your questions regarding the acquisition of Spirit by Boeing and dives |
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| August 5, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 5, 2024 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (C |
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| August 5, 2024 |
SEPARATION AGREEMENT AND GENERAL RELEASE SEPARATION AGREEMENT AND GENERAL RELEASE THIS SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into as of this 20th day of July, 2024, by and among Spirit AeroSystems, Inc. |
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| August 5, 2024 |
SPIRIT AEROSYSTEMS HOLDINGS, INC. DIRECTOR INDEMNIFICATION AGREEMENT SPIRIT AEROSYSTEMS HOLDINGS, INC. DIRECTOR INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT (this "Agreement") is made as of this day of , 20, by and between Spirit AeroSystems Holdings, Inc., a Delaware corporation (the "Company"), and [●] (the "Indemnitee"). The Company and Indemnitee recognize the substantial increase in corporate litigation in general, subjecting corporate directors to |
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| August 5, 2024 |
SPIRIT AEROSYSTEMS HOLDINGS, INC. SENIOR MANAGEMENT SEVERANCE PLAN SPIRIT AEROSYSTEMS HOLDINGS, INC. SENIOR MANAGEMENT SEVERANCE PLAN The Spirit AeroSystems Holdings, Inc. Senior Management Severance Plan is established as of the Effective Date. The purpose of the Plan is to provide severance benefits to eligible employees of the Company who incur certain terminations of employment as described herein. The Plan, as a “severance pay arrangement” within the meaning |
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| August 5, 2024 |
Spirit AeroSystems Reports Second Quarter 2024 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports Second Quarter 2024 Results Second Quarter 2024 •Revenues of $1.5 billion •EPS of $(3.56); Adjusted EPS* of $(2.73) •Cash used in operations of $566 million; Free cash flow* usage of $597 million Wichita, Kan., August 5, 2024 - Spirit AeroSystems Holdings, Inc. (NYSE: SPR) |
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| August 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 27, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001- |
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| August 5, 2024 |
SPIRIT AEROSYSTEMS HOLDINGS, INC. AMENDED AND RESTATED 2014 OMNIBUS INCENTIVE PLAN TIME-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT Grantee: Patrick Shanahan Award: 272,573 Restricted Stock Units Grant Date: 30-June-2024 Fair Market Value on Grant Date: $32.87 USD This Time-Based Restricted Stock Unit Award Agreement (the “Award Agreement”) is dated as of the Grant Date by and between the Grantee |
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| August 5, 2024 |
EMPLOYEE RETENTION CASH BONUS AGREEMENT [DATE], 2024 EMPLOYEE RETENTION CASH BONUS AGREEMENT Dear: , As you know Spirit AeroSystems Holdings, Inc. |
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| August 5, 2024 |
AMENDMENT 1 TO MEMORANDUM OF AGREEMENT between THE BOEING COMPANY and Spirit AeroSystems, Inc. |
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| July 31, 2024 |
425 SECOND-QUARTER 2024 PERFORMANCE REVIEW David Calhoun President and Chief Executive Officer Brian West Executive Vice President and Chief Financial Officer July 31, 2024 Filed by The Boeing Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Spirit AeroSystems Holdings, Inc. |
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| July 31, 2024 |
Filed by The Boeing Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Spirit AeroSystems Holdings, Inc. |
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| July 31, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 001-33160 Additional Belfast and Casablanca Q&A Employee terms and conditions Is there an acquisition or transition-to-Airbus premium for employe |
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| July 30, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 001-33160 Acquisition Update Dear Spirit AeroSystems Team – We understand that many of you have questions around post-closing operating structure |
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| July 22, 2024 |
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): July 16, 2024 Spirit AeroSystems Holdings, Inc. |
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| July 18, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 001-33160 On July 18, 2024, Spirit AeroSystems Holdings, Inc. added the following to previously posted question-and-answer materials on the compa |
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| July 3, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 001-33160 Q&As – Employees General What was announced? · We announced that we have signed a definitive merger agreement under which Boeing will a |
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| July 1, 2024 |
EX-99.1 Exhibit 99.1 Boeing to Acquire Spirit AeroSystems • Demonstrates commitment to aviation safety, improves quality for Boeing Commercial Airplanes • Leverages Boeing enterprise engineering and manufacturing capabilities • Maintains continuity for key U.S. defense and national security programs • Supports supply chain stability and critical manufacturing workforce • Provides long-term value f |
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| July 1, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 001-33160 The following are screenshots of social media posts that were posted on various platforms on July 1, 2024. X: LinkedIn: 2 Important Inf |
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| July 1, 2024 |
Filed by The Boeing Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Spirit AeroSystems Holdings, Inc. |
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| July 1, 2024 |
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): June 30, 2024 Spirit AeroSystems Holdings, Inc. |
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| July 1, 2024 |
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): June 30, 2024 Spirit AeroSystems Holdings, Inc. |
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| July 1, 2024 |
Term sheet, dated June 30, 2024, between Spirit AeroSystems, Inc. and Airbus SE.* Exhibit 2.2 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. In this exhibit, “[***]” indicates where such information is omitted. PROJECT SPARROW Term Sheet This term sheet constitutes a binding commitment by the parties hereto with respect to the Transactions (as defined below |
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| July 1, 2024 |
Exhibit 4.1 SEVENTH SUPPLEMENTAL INDENTURE SEVENTH SUPPLEMENTAL INDENTURE (this “Seventh Supplemental Indenture”), dated as of June 30, 2024, among Spirit AeroSystems, Inc., a Delaware corporation (the “Company”), Spirit AeroSystems Holdings, Inc., a Delaware corporation (“Holdings”), Spirit AeroSystems North Carolina, Inc., a North Carolina corporation and a subsidiary of the Company (“Spirit NC” |
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| July 1, 2024 |
NOTE: For internal use only – NOT FOR DISTRIBUTION. Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc Commission file number: 001-33160 Project Sphere Banks / Ratings Agencies Talking Points NOTE: For internal use only – NOT FOR DISTRIBUTION. What We Are Announcing / What |
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| July 1, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 001-33160 Spirit Acquisition Team, I wanted to follow up on today’s announcement, and the potential implications for the Airbus & RBJ team. I und |
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| July 1, 2024 |
Exhibit 4.1 SEVENTH SUPPLEMENTAL INDENTURE SEVENTH SUPPLEMENTAL INDENTURE (this “Seventh Supplemental Indenture”), dated as of June 30, 2024, among Spirit AeroSystems, Inc., a Delaware corporation (the “Company”), Spirit AeroSystems Holdings, Inc., a Delaware corporation (“Holdings”), Spirit AeroSystems North Carolina, Inc., a North Carolina corporation and a subsidiary of the Company (“Spirit NC” |
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| July 1, 2024 |
Exhibit 2.1* AGREEMENT AND PLAN OF MERGER among SPIRIT AEROSYSTEMS HOLDINGS, INC., THE BOEING COMPANY and SPHERE ACQUISITION CORP. Dated June 30, 2024 * The copy of the Agreement and Plan of Merger in this Exhibit 2.1 (the “Agreement”) has been included as an exhibit to provide investors with information regarding the terms of the Agreement. It is not intended to provide any other factual informat |
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| July 1, 2024 |
Exhibit 10.1* Execution Version Delayed-Draw BRIDGE CREDIT AGREEMENT dated as of June 30, 2024 among SPIRIT AEROSYSTEMS, INC., as Borrower, THE LENDERS PARTY HERETO FROM TIME TO TIME, and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent and as Collateral Agent MORGAN STANLEY SENIOR FUNDING, INC., as Sole Lead Arranger and Sole Bookrunner * The copy of the Delayed-Draw Bridge Credit Agr |
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| July 1, 2024 |
EX-99.2 Exhibit 99.2 The Boeing Company Spirit AeroSystems Acquisition Overview July 1, 2024 Copyright © 2024 Boeing. All rights reserved. Cautionary Statement Regarding Forward-Looking Statements This document contains “forward-looking statements” within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act, and the Private Securities Litigation Reform Act of 1995, eac |
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| July 1, 2024 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among SPIRIT AEROSYSTEMS HOLDINGS, INC., THE BOEING COMPANY and SPHERE ACQUISITION CORP. Dated June 30, 2024 TABLE OF CONTENTS Page ARTICLE I Merger and Surviving Corporation 1 1.1. Closing and Certificate of Merger 1 1.2. Effective Time and Merger 1 1.3. The Surviving Corporation’s Governing Documents 1 1.4. Directors and Officers of the Surviving C |
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| July 1, 2024 |
Exhibit 10.1* Execution Version Delayed-Draw BRIDGE CREDIT AGREEMENT dated as of June 30, 2024 among SPIRIT AEROSYSTEMS, INC., as Borrower, THE LENDERS PARTY HERETO FROM TIME TO TIME, and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent and as Collateral Agent MORGAN STANLEY SENIOR FUNDING, INC., as Sole Lead Arranger and Sole Bookrunner * The copy of the Delayed-Draw Bridge Credit Agr |
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| July 1, 2024 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 1, 2024 (June 30, 2024) THE BOEING COMPANY (Exact name of registrant as specified in its charter) Delaware 1-442 91-0425694 (State or other jurisdiction of incorporation) (Co |
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| July 1, 2024 |
Exhibit 2.1* AGREEMENT AND PLAN OF MERGER among SPIRIT AEROSYSTEMS HOLDINGS, INC., THE BOEING COMPANY and SPHERE ACQUISITION CORP. Dated June 30, 2024 * The copy of the Agreement and Plan of Merger in this Exhibit 2.1 (the “Agreement”) has been included as an exhibit to provide investors with information regarding the terms of the Agreement. It is not intended to provide any other factual informat |
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| July 1, 2024 |
Spirit AeroSystems Announces Acquisition by Boeing in $8.3 Billion Transaction Exhibit 99.1 Spirit AeroSystems Announces Acquisition by Boeing in $8.3 Billion Transaction Enters into Term Sheet for Airbus to Assume Ownership of Certain Airbus Program Assets WICHITA, Kan., July 1, 2024 – Spirit AeroSystems [NYSE: SPR] (“Spirit”) today announced it has entered into a definitive merger agreement under which The Boeing Company [NYSE: BA] (“Boeing”) will acquire Spirit for $37.25 |
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| July 1, 2024 |
Spirit AeroSystems Announces Acquisition by Boeing in $8.3 Billion Transaction Exhibit 99.1 Spirit AeroSystems Announces Acquisition by Boeing in $8.3 Billion Transaction Enters into Term Sheet for Airbus to Assume Ownership of Certain Airbus Program Assets WICHITA, Kan., July 1, 2024 – Spirit AeroSystems [NYSE: SPR] (“Spirit”) today announced it has entered into a definitive merger agreement under which The Boeing Company [NYSE: BA] (“Boeing”) will acquire Spirit for $37.25 |
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| July 1, 2024 |
Filed by The Boeing Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Spirit AeroSystems Holdings, Inc. |
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| July 1, 2024 |
Term sheet, dated June 30, 2024, between Spirit AeroSystems, Inc. and Airbus SE.* Exhibit 2.2 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. In this exhibit, “[***]” indicates where such information is omitted. PROJECT SPARROW Term Sheet This term sheet constitutes a binding commitment by the parties hereto with respect to the Transactions (as defined below |
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| July 1, 2024 |
NOTE: For internal use only – NOT FOR DISTRIBUTION. Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 001-33160 Project Sphere Investor / Analyst Talking Points NOTE: For internal use only – NOT FOR DISTRIBUTION. What We Announced · Today we annou |
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| July 1, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 001-33160 Project Sphere Investor / Analyst Courtesy Note [Dear NAME / Customary Greeting], This morning, we announced that we have entered into |
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| July 1, 2024 |
Filed by Spirit AeroSystems Holdings, Inc. Filed by Spirit AeroSystems Holdings, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject company: Spirit AeroSystems Holdings, Inc. Commission file number: 001-33160 Spirit Acquistion Teammates – This morning, we announced an agreement through which Boeing will acquire Spirit. We also announced tha |
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| June 5, 2024 |
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”), entered into and effective as of the 5th day of June, 2024 (the “Effective Date”), by and between SPIRIT AEROSYSTEMS, INC., a Delaware corporation (the “Company”), and Irene Esteves (“Employee”). The Company’s parent company is Spirit AeroSystems Holdings, Inc. (“Holdings”). RECITALS WHEREAS, the Company is engaged in the m |
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| June 5, 2024 |
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 30, 2024 Spirit AeroSystems Holdings, Inc. |
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| June 5, 2024 |
Exhibit 99.1 Mark Suchinski to Step Down as Chief Financial Officer of Spirit AeroSystems, Irene Esteves Appointed New Chief Financial Officer WICHITA, Kan., June 5, 2024 /PRNewswire/- Spirit AeroSystems Holdings, Inc. [NYSE: SPR] today announced that Mark Suchinski is stepping down as Senior Vice President and Chief Financial Officer. Irene Esteves, former Executive Vice President and Chief Finan |
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| May 28, 2024 |
Exhibit 1.01 Spirit AeroSystems Holdings, Inc. Conflict Minerals Report For the reporting period from January 1, 2023 to December 31, 2023 This Conflict Minerals Report (“CMR”) of Spirit AeroSystems Holdings, Inc. and its consolidated subsidiaries (the “Company”) has been prepared in accordance with Rule 13p-1 (“Rule 13p-1”) and Form SD promulgated under the Securities Exchange Act of 1934, as ame |
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| May 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM SD Specialized Disclosure Report Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 3801 South Oliver Wichita, Kansas 67210 (Address of principal executive offices) (Zip |
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| May 7, 2024 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| May 7, 2024 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 28, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001 |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 7, 2024 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (Comm |
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| May 7, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 Registration Statement Under The Securities Act Of 1933 (Form Type) Spirit AeroSystems Holdings, Inc. |
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| May 7, 2024 |
As filed with the Securities and Exchange Commission on May 7, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 7, 2024 |
Spirit AeroSystems Reports First Quarter 2024 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports First Quarter 2024 Results First Quarter 2024 •Revenues of $1.7 billion •EPS of $(5.31); Adjusted EPS* of $(3.93) •Cash used in operations of $416 million; Free cash flow* usage of $444 million •Currently engaged in discussions with Boeing on the possible acquisition of Spi |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 24, 2024 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (C |
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| April 29, 2024 |
EX-10.1 2 tm2412924d110-1.htm EXHIBIT 10.1 Exhibit 10.1 AMENDED AND RESTATED SPIRIT AEROSYSTEMS EMPLOYEE STOCK PURCHASE PLAN Effective as of February 26, 2024 1. PURPOSE 1.1 Purpose. The purpose of this Spirit AeroSystems Employee Stock Purchase Plan is to provide employees of Spirit AeroSystems Holdings, Inc. (the “Company”), Spirit AeroSystems, Inc. (“Spirit”), and any other Participating Compan |
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| April 23, 2024 |
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): April 18, 2024 Spirit AeroSystems Holdings, Inc. |
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| April 1, 2024 |
SPR / Spirit AeroSystems Holdings, Inc. / STEADFAST CAPITAL MANAGEMENT LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Spirit AeroSystems Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (Title of Class of Securities) 848574109 (CUSIP Number) March 20, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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| March 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| March 12, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru |
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| February 27, 2024 |
Spirit AeroSystems Names Jane Chappell to Board of Directors Exhibit 99.1 Spirit AeroSystems Names Jane Chappell to Board of Directors WICHITA, Kan. – Feb. 26, 2024 – Spirit AeroSystems Holdings, Inc. [NYSE: SPR] today announced that Jane P. Chappell will join the company’s Board of Directors, effective Feb. 26, 2024. She will serve on the Corporate Governance and Nominating Committee and the Risk Committee. Chappell has more than four decades of experience |
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| February 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 26, 2024 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| February 22, 2024 |
PERQUISITE ALLOWANCE PLAN October 21, 2022 The Board of Directors (the “Board”) of Spirit AeroSystems Holdings, Inc. |
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| February 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-K (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-3316 |
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| February 22, 2024 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 22, 2024 |
AMENDMENT 7 GENERAL TERMS AGREEMENT THE BOEING COMPANY SPIRIT AEROSYSTEMS, INC. AMENDMENT 7 TO GENERAL TERMS AGREEMENT BCA-65530-0016 BETWEEN THE BOEING COMPANY AND SPIRIT AEROSYSTEMS, INC. |
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| February 22, 2024 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 22, 2024 |
SPIRIT AEROSYSTEMS HOLDINGS, INC. MANDATORY RECOUPMENT POLICY SPIRIT AEROSYSTEMS HOLDINGS, INC. MANDATORY RECOUPMENT POLICY I. BACKGROUND Spirit Aerosystems Holdings, Inc. (the “Company”) has adopted this policy (this “Policy”) to provide for the recovery or “clawback” of certain incentive compensation in the event of a Restatement. This Policy is intended to comply with, and will be interpreted to be consistent with, the requirements of Section 303A.14 of t |
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| February 22, 2024 |
SPIRIT AEROSYSTEMS HOLDINGS, INC. AMENDED AND RESTATED 2014 OMNIBUS INCENTIVE PLAN FORM OF PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT Grantee: l Award: l Restricted Stock Units Grant Date: l Fair Market Value on Grant Date: $l This Performance-Based Restricted Stock Unit Award Agreement (the “Award Agreement”) is dated as of the Grant Date by and between the Grantee and Spirit AeroSys |
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| February 22, 2024 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 22, 2024 |
EXHIBIT 21.1 Subsidiaries of Spirit AeroSystems Holdings, Inc. - Delaware Spirit AeroSystems, Inc. - Delaware Spirit AeroSystems Finance, Inc. - Delaware Subsidiaries of Spirit AeroSystems, Inc. - Delaware Spirit AeroSystems International Holdings, Inc. - Delaware Spirit AeroSystems Operations International, Inc. - Delaware Spirit AeroSystems North Carolina, Inc. - North Carolina Spirit AeroSystem |
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| February 22, 2024 |
Exhibit 4.2 DESCRIPTION OF CAPITAL STOCK The following description summarizes the material terms of our capital stock and provisions of our amended and restated certificate of incorporation and by-laws. Because this is only a summary, it does not contain all of the information that may be important to you. For a complete description, you should refer to our amended and restated certificate of inco |
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| February 22, 2024 |
SPIRIT AEROSYSTEMS HOLDINGS, INC. AMENDED AND RESTATED 2014 OMNIBUS INCENTIVE PLAN FORM OF TIME-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT Grantee: l Award: l Restricted Stock Units Grant Date: l Fair Market Value on Grant Date: $l This Time-Based Restricted Stock Unit Award Agreement (the “Award Agreement”) is dated as of the Grant Date by and between the Grantee and Spirit AeroSystems Holdings, |
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| February 22, 2024 |
AMENDMENT NUMBER 4 GENERAL TERMS AGREEMENT THE BOEING COMPANY SPIRIT AEROSYSTEMS, INC AMENDMENT NUMBER 4 TO GENERAL TERMS AGREEMENT BCA-65520-0032 BETWEEN THE BOEING COMPANY AND SPIRIT AEROSYSTEMS, INC This Amendment Number 4 (Amendment No. |
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| February 22, 2024 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| February 22, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 6, 2024 Spirit AeroSystems Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-33160 20-2436320 (State or other jurisdictio |
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| February 14, 2024 |
SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Spirit AeroSystems Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 848574109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the approp |
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| February 13, 2024 |
EX-99.1 CUSIP No. 848574109 13G Page 10 of 10 Pages EXHIBIT 1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Class A Common Stock of Spirit AeroSystems Holdings, Inc. EXECUTED this 12th |
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| February 13, 2024 |
SPR / Spirit AeroSystems Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01967-spiritaerosystemshol.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: Spirit AeroSystems Holdings, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 848574109 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the |
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| February 13, 2024 |
SPR / Spirit AeroSystems Holdings, Inc. / Hill City Capital, LP - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Spirit AeroSystems Holdings, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 8 |
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| February 8, 2024 |
SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Spirit AeroSystems Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 848574109 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appr |
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| February 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 6, 2024 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| February 6, 2024 |
Spirit AeroSystems Reports 2023 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports 2023 Results Fourth Quarter 2023 •Revenues of $1.8 billion •EPS of $0.52; Adjusted EPS* of $0.48 •Cash provided by operations of $113 million; Free cash flow* of $42 million Wichita, Kan., February 6, 2024 - Spirit AeroSystems Holdings, Inc. (NYSE: SPR) (“Spirit,” “Spirit A |
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| December 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 27, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| December 1, 2023 |
Current Report on Form 8-K (File No. 001-33160), filed December 1, 2023, Exhibit 10.1 Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE THIS SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into as of this 30th day of November, 2023, by and among Spirit AeroSystems, Inc. (the “Company”), Spirit AeroSystems Holdings, Inc., the parent of the Company (the “Parent”), and Samantha Marnick (the “Executive”). FOR VALUABLE CONSIDERATION, the receipt and su |
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| November 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 20, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| November 21, 2023 |
Exhibit 4.1 Execution Version SPIRIT AEROSYSTEMS, INC., as the Issuer and the Guarantors party hereto $1,200,000,000 9.750%Senior Secured Second Lien Notes due 2030 INDENTURE Dated as of November 21, 2023 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and Collateral Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.0 |
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| November 21, 2023 |
Exhibit 99.1 Spirit AeroSystems Announces Expiration and Results of Cash Tender Offer for Any and All of Its Outstanding 7.500% Senior Secured Second Lien Notes Due 2025 WICHITA, Kan., November 20, 2023 – Spirit AeroSystems Holdings, Inc. [NYSE: SPR] (the “Company”) today announced the expiration and results of its wholly owned subsidiary, Spirit AeroSystems, Inc.’s (“Spirit”), offer to purchase f |
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| November 21, 2023 |
001-33160), filed November 21, 2023, Exhibit 4.3 Exhibit 4.3 EXECUTION VERSION sixth SUPPLEMENTAL INDENTURE SIXTH SUPPLEMENTAL INDENTURE (this “Sixth Supplemental Indenture”), dated as of November 21, 2023, among Spirit AeroSystems, Inc., a Delaware corporation (the “Company”), Spirit AeroSystems Holdings, Inc., a Delaware corporation (“Holdings”), Spirit AeroSystems North Carolina, Inc., a North Carolina corporation and a subsidiary of the Comp |
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| November 13, 2023 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Spirit AeroSystems Holdings, Inc. |
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| November 13, 2023 |
Exhibit 1.1 Execution Version 9,090,909 Shares SPIRIT AEROSYSTEMS HOLDINGS, INC. CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENT November 8, 2023 November 8, 2023 Morgan Stanley & Co. LLC as Representative of the several Underwriters named in Schedule I hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentlemen: Spirit AeroSystems Holding |
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| November 13, 2023 |
Exhibit 4.1 SPIRIT AEROSYSTEMS, INC., as Issuer, SPIRIT AEROSYSTEMS HOLDINGS, INC. and SPIRIT AEROSYSTEMS NORTH CAROLINA, INC. as Guarantors, AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of November 13, 2023 3.250% Exchangeable Senior Notes due 2028 TABLE OF CONTENTS Page Article 1 Definitions Section 1.01. Definitions 1 Secti |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 13, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| November 13, 2023 |
9,090,909 Shares SPIRIT AEROSYSTEMS HOLDINGS, INC. Class A Common Stock TABLE OF CONTENTS Filed Pursuant to 424(b)(5) Registration No. 333-275362 9,090,909 Shares SPIRIT AEROSYSTEMS HOLDINGS, INC. Class A Common Stock Spirit AeroSystems Holdings, Inc. is offering 9,090,909 shares of its Class A common stock (“common stock”) in this offering at an offering price per share of $22.00. Our common stock trades on The New York Stock Exchange under the symbol “SPR.” On N |
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| November 8, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 8, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| November 8, 2023 |
Exhibit 99.2 Spirit AeroSystems Commences Cash Tender Offer for Any and All of Its Outstanding 7.500% Senior Secured Second Lien Notes Due 2025 WICHITA, Kan., November 8, 2023 – Spirit AeroSystems Holdings, Inc. [NYSE: SPR] (the “Company”) is announcing today that Spirit AeroSystems, Inc. (“Spirit”), a wholly owned subsidiary of the Company, has commenced an offer (the “Tender Offer”) to purchase |
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| November 8, 2023 |
Exhibit 99.1 Spirit AeroSystems Announces Private Offering of $1.2 Billion of Senior Secured Second Lien Notes Due 2030 WICHITA, Kan., November 8, 2023 – Spirit AeroSystems Holdings, Inc. [NYSE: SPR] (the “Company”) announced today that Spirit AeroSystems, Inc. (“Spirit”), a wholly owned subsidiary of the Company, is offering $1.2 billion aggregate principal amount of Senior Secured Second Lien No |
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| November 7, 2023 |
$200,000,000 SPIRIT AEROSYSTEMS HOLDINGS, INC. Class A Common Stock TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed. |
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| November 7, 2023 |
Exhibit 99.3 Updated Risk Factors Item 1A. Risk Factors References to “we,” “us,” “our,” and the “Company” refer to Spirit AeroSystems Holdings, Inc. and its consolidated subsidiaries. References to “Spirit” refer only to our subsidiary, Spirit AeroSystems, Inc., and references to “Spirit Holdings” or “Holdings” refer only to Spirit AeroSystems Holdings, Inc. An investment in our securities involv |
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| November 7, 2023 |
As filed with Securities and Exchange Commission on November 7, 2023 TABLE OF CONTENTS As filed with Securities and Exchange Commission on November 7, 2023 Registration No. |
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| November 7, 2023 |
Spirit AeroSystems Announces Proposed Private Offering of Exchangeable Senior Notes Exhibit 99.2 Spirit AeroSystems Announces Proposed Private Offering of Exchangeable Senior Notes WICHITA, Kan., November 7, 2023 – Spirit AeroSystems Holdings, Inc. [NYSE: SPR] (the “Company”) announced today that Spirit AeroSystems, Inc. (“Spirit”), a wholly owned subsidiary of the Company, intends to offer, subject to market conditions and other factors, $200 million aggregate principal amount o |
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| November 7, 2023 |
Spirit AeroSystems Announces Proposed Public Offering of Class A Common Stock Exhibit 99.1 Spirit AeroSystems Announces Proposed Public Offering of Class A Common Stock WICHITA, Kan., November 7, 2023 – Spirit AeroSystems Holdings, Inc. [NYSE: SPR] (the “Company”) announced today that it has commenced an underwritten public offering of $200 million of its Class A common stock. The Company will be offering all of the Class A common stock to be sold in the offering. In additi |
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| November 7, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Spirit AeroSystems Holdings, Inc. |
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| November 7, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 7, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| November 1, 2023 |
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| November 1, 2023 |
SEPARATION AGREEMENT AND GENERAL RELEASE SEPARATION AGREEMENT AND GENERAL RELEASE THIS SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into by and among Spirit AeroSystems, Inc. |
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| November 1, 2023 |
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”), entered into and effective as of the 30th day of September, 2023 (the “Effective Date”), by and between SPIRIT AEROSYSTEMS, INC. |
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| November 1, 2023 |
Quarterly Report on Form 10-Q (File No. 001-33160), filed November 1, 2023, Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| November 1, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 1, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| November 1, 2023 |
Quarterly Report on Form 10-Q (File No. 001-33160), filed November 1, 2023, Exhibit 10.2 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| November 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 28, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| November 1, 2023 |
Spirit AeroSystems Reports Third Quarter 2023 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports Third Quarter 2023 Results Third Quarter 2023 •Revenues of $1.4 billion •EPS of $(1.94); Adjusted EPS* of $(1.42) •Cash used in operations of $111 million; Free cash flow* usage of $136 million Recent Events •Appointed Pat Shanahan as interim President and CEO •Executed a m |
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| October 18, 2023 |
Current Report on Form 8-K (File No. 001-33160), filed October 18, 2023, Exhibit 10.1 Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. MEMORANDUM OF AGREEMENT between THE BOEING COMPANY and SPIRIT AEROSYSTEMS, INC. This MEMORANDUM OF AGREEMENT (MOA) is effective as of October 12, 2023 (Effective Date) by and between |
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| October 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 12, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| October 10, 2023 |
EX-99.1 2 d543117dex991.htm EXHIBIT 1 CUSIP No. 848574109 13G Page 10 of 10 Pages EXHIBIT 1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Class A Common Stock of Spirit AeroSystems Hold |
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| October 10, 2023 |
SPR / Spirit Aerosystems Holdings Inc - Class A / Hill City Capital, LP - SC 13G Passive Investment SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Spirit AeroSystems Holdings, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 8485 |
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| October 2, 2023 |
Exhibit 99.1 Spirit AeroSystems Announces Leadership Transition Patrick M. Shanahan Appointed Interim President and Chief Executive Officer Thomas C. Gentile III No Longer Serves as President, Chief Executive Officer and Director Company to Release Third Quarter Financial Results November 1, 2023 WICHITA, Kan. – Oct. 2, 2023 – Spirit AeroSystems Holdings, Inc. (NYSE: SPR) (together with its subsid |
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| October 2, 2023 |
Current Report on Form 8-K (File No. 001-33160), filed October 2, 2023, Exhibit 10. Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”), entered into and effective as of the 30th day of September, 2023 (the “Effective Date”), by and between SPIRIT AEROSYSTEMS, INC., a Delaware corporation (the “Company”), and Patrick M. Shanahan (“Employee”). The Company’s parent company is Spirit AeroSystems Holdings, Inc. (“Holdings”). RECITALS WHEREAS, the Company is enga |
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| October 2, 2023 |
Current Report on Form 8-K (File No. 001-33160), filed October 2, 2023, Exhibit 10.1 Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE THIS SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into by and among Spirit AeroSystems, Inc. (the “Company”), Spirit AeroSystems Holdings, Inc., the parent of the Company (the “Parent”), and Thomas C. Gentile III (the “Executive”). FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby ackno |
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| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): September 30, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation |
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| August 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001- |
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| August 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 2, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (C |
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| August 2, 2023 |
Spirit AeroSystems Reports Second Quarter 2023 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports Second Quarter 2023 Results Second Quarter 2023 •Revenues of $1.4 billion •EPS of $(1.96); Adjusted EPS* of $(1.46) •Cash used in operations of $183 million; Free cash flow* usage of $211 million •Completed rework related to the vertical fin attach fittings issue on availab |
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| August 2, 2023 |
(File No. 001-33160), filed August 2, 2023, Exhibit 10.1 Spirit AeroSystems Holdings, Inc. Amended and Restated 2014 Omnibus Incentive Plan Article 1—Establishment, Purpose, and Duration 1.1Establishment. Spirit AeroSystems Holdings, Inc. (the “Company”) hereby amends and restates the Spirit AeroSystems Holdings, Inc. 2014 Omnibus Incentive Plan, as amended as of January 25, 2017 and October 23, 2019 (together, the “Prior Plan”), which is hereinafter to |
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| May 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM SD Specialized Disclosure Report Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 3801 South Oliver Wichita, Kansas 67210 (Address of principal executive offices) (Zip |
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| May 31, 2023 |
Exhibit 1.01 Spirit AeroSystems Holdings, Inc. Conflict Minerals Report For the reporting period from January 1, 2022 to December 31, 2022 This Conflict Minerals Report (“CMR”) of Spirit AeroSystems Holdings, Inc. and its consolidated subsidiaries (the “Company”) has been prepared in accordance with Rule 13p-1 (“Rule 13p-1”) and Form SD promulgated under the Securities Exchange Act of 1934, as ame |
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| May 23, 2023 |
As filed with the Securities and Exchange Commission on May 23, 2023 As filed with the Securities and Exchange Commission on May 23, 2023 Registration No. |
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| May 23, 2023 |
EX-FILING FEES 4 tm2316183d1ex-filingfees.htm EX-FILING FEES Exhibit 107 CALCULATION OF FILING FEE FORM S-8 (Form Type) Spirit AeroSystems Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price( |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001 |
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| May 3, 2023 |
Quarterly Report on Form 10-Q (File No. 001-33160), filed May 3, 2023, Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE LIKELY TO CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. |
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| May 3, 2023 |
Spirit AeroSystems Reports First Quarter 2023 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports First Quarter 2023 Results First Quarter 2023 •Revenues of $1.4 billion •EPS of $(2.68); Adjusted EPS* of $(1.69) •Cash used in operations of $46 million; Free cash flow* usage of $69 million Wichita, Kan., May 3, 2023 - Spirit AeroSystems Holdings, Inc. (NYSE: SPR) (“Spiri |
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| May 3, 2023 |
Quarterly Report on Form 10-Q (File No. 001-33160), filed May 3, 2023, Exhibit 10.2 AMENDED AND RESTATED SPIRIT AEROSYSTEMS EMPLOYEE STOCK PURCHASE PLAN Effective as of October 21, 2022 1. |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 3, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (Comm |
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| April 28, 2023 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 26, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (C |
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| April 12, 2023 |
April 12, 2023 Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N. |
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| April 11, 2023 |
DEFA14A 1 tm2312276d1defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only ( |
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| March 15, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru |
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| March 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| February 17, 2023 |
Exhibit 4.2 DESCRIPTION OF CAPITAL STOCK The following description summarizes the material terms of our capital stock and provisions of our amended and restated certificate of incorporation and by-laws. Because this is only a summary, it does not contain all of the information that may be important to you. For a complete description, you should refer to our amended and restated certificate of inco |
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| February 17, 2023 |
EXHIBIT 21.1 Subsidiaries of Spirit AeroSystems Holdings, Inc. - Delaware Spirit AeroSystems, Inc. - Delaware Spirit AeroSystems Finance, Inc. - Delaware Subsidiaries of Spirit AeroSystems, Inc. - Delaware Spirit AeroSystems International Holdings, Inc. - Delaware Spirit AeroSystems Operations International, Inc. - Delaware Spirit AeroSystems North Carolina, Inc. - North Carolina Spirit AeroSystem |
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| February 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-K (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-3316 |
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| February 14, 2023 |
SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Spirit AeroSystems Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 848574109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriat |
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| February 9, 2023 |
SPR / Spirit AeroSystems Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01938-spiritaerosystemshol.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: Spirit AeroSystems Holdings Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 848574109 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the |
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| February 7, 2023 |
Spirit AeroSystems Reports Fourth Quarter and Full-Year 2022 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports Fourth Quarter and Full-Year 2022 Results Fourth Quarter 2022 •Revenue of $1.3 billion •EPS of $(2.32); Adjusted EPS* of $(1.46) •Cash used in operations of $27 million; Free cash flow* usage of $66 million •Delivered 81 737 shipsets in the quarter, up 17% q/q and 59% y/y F |
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| February 7, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 7, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| February 6, 2023 |
SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Spirit AeroSystems Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 848574109 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appr |
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| January 27, 2023 |
Current Report on Form 8-K (File No. 001-33160), filed January 27, 2023, Exhibit 10.1) Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE THIS SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into as of this 26th day of January, 2023, by and among Spirit AeroSystems, Inc. (the “Company”), Spirit AeroSystems Holdings, Inc., the parent of the Company (the “Parent”), and Kevin Matthies (the “Executive”). FOR VALUABLE CONSIDERATION, the receipt and suffi |
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| January 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 24, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| January 27, 2023 |
Tenth Amended and Restated Bylaws of Spirit AeroSystems Holdings, Inc. Exhibit 3.1 TENTH AMENDED AND RESTATED BYLAWS OF SPIRIT AEROSYSTEMS HOLDINGS, INC. (the “Corporation”) adopted on January 25, 2023 1. MEETING OF STOCKHOLDERS. 1.1 Annual Meeting of Stockholders. An annual meeting of stockholders shall be held in each year on such date and at such time as may be set by the board of directors of the Corporation (the “Board”) (or by an officer of the Corporation auth |
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| January 18, 2023 |
Mark Miklos Named Leader of Sprit AeroSystems Defense & Space Unit Exhibit 99.1 Mark Miklos Named Leader of Sprit AeroSystems Defense & Space Unit WICHITA, Kan., Jan. 18, 2023 – Spirit AeroSystems Holdings, Inc. [NYSE: SPR] today announced that Mark Miklos has been named Senior Vice President of the company’s Defense & Space business, effective April 1, 2023. Miklos will replace Duane Hawkins, current Executive Vice President; President Defense & Space, who has a |
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| January 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 16, 2023 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| January 18, 2023 |
Current Report on Form 8-K (File No. 001-33160), filed January 16, 2023, Exhibit 10.1 Exhibit 10.1 RETIREMENT AGREEMENT AND GENERAL RELEASE THIS RETIREMENT AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into as of this 16th day of January 2023, by and among Spirit AeroSystems, Inc. (the “Company”), Spirit AeroSystems Holdings, Inc., the parent of the Company (the “Parent”), and Duane Hawkins (the “Executive”). FOR VALUABLE CONSIDERATION, the receipt and suffici |
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| November 23, 2022 |
Exhibit 99.1 Spirit AeroSystems Announces Early Tender Results of Cash Tender Offer and Consent Solicitation for Any and All of Its Outstanding 5.500% Senior Secured First Lien Notes Due 2025 WICHITA, Kan., November 22, 2022 ? Spirit AeroSystems Holdings, Inc. [NYSE: SPR] (the ?Company?) today announced the early tender results of its wholly owned subsidiary, Spirit AeroSystems, Inc.?s (?Spirit?), |
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| November 23, 2022 |
Current Report on Form 8-K (File No. 001-33160), filed November 23, 2022, Exhibit 4.3 Exhibit 4.3 EXECUTION VERSION FIFTH SUPPLEMENTAL INDENTURE FIFTH SUPPLEMENTAL INDENTURE (this ?Fifth Supplemental Indenture?), dated as of November 23, 2022, among Spirit AeroSystems, Inc., a Delaware corporation (the ?Company?), Spirit AeroSystems Holdings, Inc., a Delaware corporation (?Holdings?), Spirit AeroSystems North Carolina, Inc., a North Carolina corporation and a subsidiary of the Comp |
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| November 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 23, 2022 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| November 23, 2022 |
Current Report on Form 8-K (File No. 001-33160), filed November 23, 2022, Exhibit 4.4 Exhibit 4.4 EXECUTION VERSION First Supplemental Indenture FIRST SUPPLEMENTAL INDENTURE (this ?First Supplemental Indenture?), dated as of November 23, 2022, by and among Spirit AeroSystems, Inc., a Delaware corporation (the ?Company?), Spirit AeroSystems Holdings, Inc., a Delaware corporation (?Holdings?), Spirit AeroSystems North Carolina, Inc., a North Carolina corporation (?Spirit NC? and, tog |
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| November 23, 2022 |
Exhibit 99.2 Spirit AeroSystems Closes Private Offering of $900 Million 9.375% Senior Secured First Lien Notes Due 2029; Closes Amendment of $594 Million Senior Secured Term Loan B Credit Facility WICHITA, Kan., Nov. 23, 2022 ? Spirit AeroSystems Holdings, Inc. [NYSE: SPR] (the ?Company?) announced today the closing of the private offering of $900 million aggregate principal amount of 9.375% Senio |
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| November 23, 2022 |
Exhibit 4.1 EXECUTION VERSION SPIRIT AEROSYSTEMS, INC., as the Issuer and the Guarantors party hereto $900,000,000 9.375% Senior Secured First Lien Notes due 2029 INDENTURE Dated as of November 23, 2022 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and Collateral Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 |
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| November 23, 2022 |
Current Report on Form 8-K (File No. 001-33160), filed November 23, 2022, Exhibit 10.1 Exhibit 10.1 Execution Version SECOND REFINANCING AMENDMENT TO TERM LOAN CREDIT AGREEMENT This SECOND REFINANCING AMENDMENT TO TERM LOAN CREDIT AGREEMENT (this ?Amendment No. 2?), dated as of November 23, 2022, is made by and among Spirit AeroSystems, Inc., a Delaware corporation (the ?Borrower?), the Guarantors listed on the signature pages hereto, Bank of America, N.A., as Administrative Agent u |
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| November 7, 2022 |
Regulation FD Disclosure, Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 7, 2022 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| November 7, 2022 |
Exhibit 99.1 Spirit AeroSystems Announces Private Offering of $800 Million of Senior Secured First Lien Notes Due 2029 WICHITA, Kan., November 7, 2022 ? Spirit AeroSystems Holdings, Inc. [NYSE: SPR] (the ?Company?) is announcing today that Spirit AeroSystems, Inc. (?Spirit?), a wholly owned subsidiary of the Company, is offering $800 million aggregate principal amount of Senior Secured First Lien |
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| November 7, 2022 |
Exhibit 99.2 Spirit AeroSystems Commences Cash Tender Offer and Consent Solicitation for Any and All of Its Outstanding 5.500% Senior First Lien Notes Due 2025 WICHITA, Kan., November 7, 2022 ? Spirit AeroSystems Holdings, Inc. [NYSE: SPR] (the ?Company?) is announcing today that Spirit AeroSystems, Inc. (?Spirit?), a wholly owned subsidiary of the Company, has commenced an offer (the ?Tender Offe |
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| November 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 3, 2022 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) |
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| November 3, 2022 |
Quarterly Report on Form 10-Q (File No. 001-33160), filed November 3, 2022, Exhibit 10.1 Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE LIKELY TO CAUSE COMPETITITVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. SUCH EXCLUDED INFORMATION IS DENOTED BY ASTERISKS IN BRACKETS [*****]. AMENDMENT NUMBER 37 TO Special Business Provisions (SBP) BCA-MS-65530-0019 BETWEEN THE BOEING COMPANY AND SPIRIT AEROSYSTEM |
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| November 3, 2022 |
Spirit AeroSystems Reports Third Quarter 2022 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports Third Quarter 2022 Results Third Quarter 2022 ?Revenue of $1.3 billion, up 30% y/y ?Executing U.S. pension termination which will include negative EPS impacts in 2022 and 2023, with expected favorable after-tax cash impact in the range of $120 - $150 million in 2023 ?EPS of |
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| November 3, 2022 |
Quarterly Report on Form 10-Q (File No. 001-33160), filed November 3, 2022, Exhibit 10.2 Exhibit 10.2 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE LIKELY TO CAUSE COMPETITITVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. SUCH EXCLUDED INFORMATION IS DENOTED BY ASTERISKS IN BRACKETS [*****]. AMENDMENT 50 TO SPECIAL BUSINESS PROVISIONS (SBP) MS-65530-0016 BETWEEN THE BOEING COMPANY AND SPIRIT AEROSYSTEMS, INC. Thi |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2022 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| August 12, 2022 |
August 12, 2022 United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing Washington, D. |
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| August 3, 2022 |
Spirit AeroSystems Reports Second Quarter 2022 Results Exhibit 99.1 Spirit AeroSystems Holdings, Inc. 3801 S. Oliver Wichita, KS 67210 www.spiritaero.com Spirit AeroSystems Reports Second Quarter 2022 Results •Revenue of $1.3 billion, up 26% y/y •EPS of $(1.17); Adjusted EPS* of $(1.21) •Cash used in operations of $62 million; Free cash flow* usage of $79 million Wichita, Kan., August 3, 2022 - Spirit AeroSystems Holdings, Inc. (NYSE: SPR) (“Spirit” o |
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| August 3, 2022 |
Quarterly Report on Form 10-Q (File No. 001-33160), filed August 3, 2022, Exhibit 10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is entered into as of September 12, 2013 (the “Effective Date”) by Spirit AeroSystems, Inc., a Delaware corporation (“we,” “us,” “our,” and other similar pronouns), and Kevin Matthies (“you,” “your,” “yours,” and other similar pronouns). Our parent company is Spirit AeroSystems Holdings, Inc. (“Holdings”), and references in |
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| August 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001- |
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| August 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 3, 2022 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (C |
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| July 28, 2022 |
CORRESP 1 filename1.htm July 28, 2022 United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing Washington, D.C. 20549 Attn: Patrick Fullem and Jennifer Angelini RE: Spirit AeroSystems Holdings, Inc. Form 10-K for Fiscal Year Ended December 31, 2021 Response Dated June 22, 2022 File No. 001-33160 Dear Mr. Fullem and Ms. Angelini: This letter sets fort |
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| July 13, 2022 |
Ninth Amended and Restated Bylaws of Spirit AeroSystems Holdings, Inc. EX-3.1 2 tm2220959d1ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 NINTH AMENDED AND RESTATED BYLAWS OF SPIRIT AEROSYSTEMS HOLDINGS, INC. (the “Corporation”) adopted on July 13, 2022 1. MEETING OF STOCKHOLDERS. 1.1 Annual Meeting of Stockholders. An annual meeting of stockholders shall be held in each year on such date and at such time as may be set by the board of directors of the Corporation (the “Board”) (o |
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| July 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 13, 2022 Spirit AeroSystems Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33160 20-2436320 (State or other jurisdiction of incorporation) (Co |
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| June 22, 2022 |
CORRESP 1 filename1.htm June 22, 2022 United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing Washington, D.C. 20549 Attn: Patrick Fullem and Jennifer Angelini RE: Spirit AeroSystems Holdings, Inc. Form 10-K for Fiscal Year Ended December 31, 2021 Filed February 15, 2022 File No. 001-33160 Dear Mr. Fullem and Ms. Angelini: This letter sets forth Spi |
