Prospectus Supplement Filed Pursuant to Rule 424(b)(3)
(to Prospectus dated October 4, 2021) Registration No. 333- 259755




13,920,979 Shares of Common Stock
Up to 67,262,510 Shares of Common Stock by the Selling Shareholders
5,732,168 Warrants by the Selling Shareholders


This prospectus supplement updates and supplements the prospectus dated October 4, 2021 (as further supplemented, the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-259755). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the information contained in our Current Report on Form 8-K filed with the Securities and Exchange Commission on February 10, 2022.


The Prospectus relates to (a) the issuance by us of up to 13,920,979 shares of our common stock, par value $0.0001 per share (“Common Stock”), upon the exercise of warrants, each exercisable for one share of Common Stock at a price of $11.50 per share (“Warrants”) and (b) the resale from time to time of (i) up to 67,262,510 shares of Common Stock, consisting of 53,361,531 shares of Common Stock and 13,920,979 shares of Common Stock issuable upon the exercise of Warrants and (ii) 5,732,168 Warrants by the selling security holders named in the Prospectus.


This prospectus supplement should be read in conjunction with the Prospectus. This prospectus supplement updates and supplements the information in the Prospectus. If there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.


Investing in our Common Stock and Warrants involves risks that are described in the “Risk Factors” section beginning on page 12 of the Prospectus.


Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.


The date of this prospectus supplement is February 10, 2022.








Washington, D.C. 20549









Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934


February 10, 2022

Date of Report (date of earliest event reported)




Redwire Corporation

(Exact name of registrant as specified in its charter)





(State or other jurisdiction of

incorporation or organization)


(Commission File Number)


(I.R.S. Employer Identification Number)


8226 Philips Highway, Suite 101

Jacksonville, Florida 32256

(Address of principal executive offices and zip code)

 (650) 701-7722

(Registrant's telephone number, including area code)




Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading
Name of each exchange on which
Common Stock, par value $0.0001 per share RDW New York Stock Exchange
Warrants, each to purchase one share of Common Stock RDW WS New York Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.


Emerging growth company x


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨







Item 2.02Results of Operations and Financial Condition


On February 10, 2022, Redwire Corporation (the "Registrant") utilized an investor presentation (the "Investor Presentation") at the Cowen 43rd Annual Aerospace/Defense & Industrials Conference, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference, which included certain preliminary financial results for fiscal 2021.


Item 7.01 Regulation FD Disclosure.


The Registrant is furnishing the Investor Presentation as Exhibit 99.1 to this Form 8-K, which is to be used by the Registrant in meetings with investors on February 10, 2022.


The information in this Item 7.01 disclosure, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits. The following exhibit index lists the exhibit that is furnished with this Current Report on Form 8-K:


99.1   Investor Presentation dated February 10, 2022
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document)







Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: February 10, 2022


  /s/ William Read
  Name: William Read
  Title: Chief Financial Officer