Every material Form 8-K Mercury Systems has filed with the SEC since June 18, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
At its October 28, 2026 annual meeting, Mercury Systems shareholders elected Jean Bua, Gerard J. DeMuro, and Scott Ostfeld as Class II directors for three-year terms ending in 2029, and approved an advisory say-on-pay vote and the ratification of KPMG LLP as auditor for fiscal 2027. The board also elected William L. Ballhaus as Chairman and Barry R. Nearhos as Lead Independent Director, and set its committee assignments for the coming year.
Director votes for: Bua 50,797,517; DeMuro 50,807,272; Ostfeld 49,338,401, with Ostfeld also receiving 6,702,156 withheld votes
Advisory say-on-pay vote: 49,014,946 for and 7,002,993 against
KPMG LLP ratified for fiscal 2027: 56,919,146 for and 1,168,395 against
Board on October 28, 2026 named William L. Ballhaus Chairman and Barry R. Nearhos Lead Independent Director
Mercury Systems said its independent directors approved Amendment No. 2 extending Chairman and CEO William L. Ballhaus's employment agreement to August 15, 2030, with the rest of the agreement unchanged. The company also reaffirmed the financial guidance it gave on its August 18, 2026 earnings call. The filing contains no new financial results or revised guidance, so the update mainly signals leadership continuity for shareholders.
Board approved Amendment No. 2 on September 15, 2026, extending the initial term to August 15, 2030
Ballhaus has served as Chairman and CEO for three years, according to the press release
Company reaffirmed financial guidance first provided on its August 18, 2026 earnings call
Press release issued September 16, 2026 and furnished, not filed, under Item 7.01
Mercury Systems reported fourth-quarter and fiscal 2026 results for the period ended July 3, 2026. Revenue grew, and bookings and backlog hit company records, but fourth-quarter GAAP net income fell to $1 million from $16 million a year earlier, and management said it is increasing its organic growth outlook without giving new figures.
Q4 fiscal 2026 revenue was $290 million, up from $273 million; bookings were $660 million, up 93.1%
Q4 GAAP diluted EPS was $0.01 versus $0.27 a year earlier; adjusted EBITDA was $49 million versus $51 million
Full-year revenue rose to $984 million from $912 million; GAAP net loss narrowed to $30 million ($0.50 per share) from $38 million
Backlog exceeded $1.9 billion, up 38.4% year over year; management said it is increasing its outlook for organic growth
Mercury Systems reported third-quarter fiscal 2026 results, with revenue rising 11.5% to $236 million and the GAAP net loss narrowing to $3 million from $19 million a year earlier. Record bookings of $348 million and a backlog of approximately $1.6 billion point to continued demand, though free cash flow was negative at $(2) million for the quarter.
Revenue of $236 million for the quarter ended March 27, 2026, up from $211 million a year earlier
Bookings of $348 million, a book-to-bill ratio of 1.48, and backlog of approximately $1.6 billion, up approximately $240 million year over year
GAAP net loss of $3 million, or $0.04 per share, compared with a net loss of $19 million, or $0.33 per share, a year earlier
Adjusted EBITDA of $36 million, up from $25 million, while free cash flow was $(2) million versus $24 million a year earlier
Mercury Systems reported second-quarter fiscal 2026 results for the period ended December 26, 2025. Revenue rose to $233 million from $223 million a year earlier, and the GAAP net loss narrowed to $15 million, or $0.26 per share, from $18 million, or $0.30 per share. Cash flow weakened: free cash flow was $46 million, down from $82 million, and the filing gives no revenue or earnings guidance.
Q2 bookings were $288 million, up 18.6% year over year, with a book-to-bill of 1.23
Backlog reached $1.5 billion at December 26, 2025, up 8.8% year over year
Adjusted EBITDA was $30 million, up from $22 million, and adjusted EPS was $0.16 versus $0.07
Operating cash flow was $52 million versus $85 million, and free cash flow was $46 million versus $82 million
Mercury Systems reported first-quarter fiscal 2026 revenue of $225.2 million, up from $204.4 million a year earlier, and a GAAP net loss of $12.5 million, down from $17.5 million. On November 4, 2025, it also signed a new five-year $850.0 million revolving credit facility maturing in 2030, which replaces its existing $900.0 million revolver, and its board authorized a $200.0 million share repurchase program.
Q1 fiscal 2026 revenue was $225.2 million, up from $204.4 million; adjusted EBITDA was $35.6 million, up from $21.5 million.
GAAP net loss was $12.5 million, or $0.21 per share, compared with a net loss of $17.5 million, or $0.30 per share, a year earlier.
New $850.0 million revolving credit facility matures November 4, 2030; $591.5 million was outstanding before and after the amendment.
Board authorized on November 3, 2025 a share repurchase program of up to $200.0 million with no expiration date.
At its October 22, 2025 annual meeting, Mercury Systems shareholders elected William L. Ballhaus, Lisa S. Disbrow and Howard L. Lance as Class I directors for three-year terms ending in 2028, and elected Jean Bua as a Class II director for a one-year term ending in 2026. The board also named Ballhaus chairman, Barry R. Nearhos lead independent director, and set the membership of its committees, which matters to shareholders because it sets who oversees the company's audit, compensation and governance functions.
Ballhaus, Disbrow and Lance elected to three-year Class I terms ending 2028; Bua elected to a one-year Class II term ending 2026
On October 22, 2025, the board named Ballhaus Chairman and Barry R. Nearhos Lead Independent Director
2025 Long Term Incentive Plan vote: 45,628,561 for, 9,229,049 against, 76,699 abstain
KPMG LLP ratified as independent auditor for fiscal 2026: 56,369,114 for, 626,733 against
Mercury Systems reported fourth-quarter fiscal 2025 revenue of $273.1 million, up from $248.6 million a year earlier, and GAAP net income of $16.4 million, compared with a net loss of $10.8 million in the prior-year quarter. For the full fiscal year, revenue rose to $912.0 million from $835.3 million, while the GAAP net loss narrowed to $37.9 million from $137.6 million, and the company reported a record backlog of $1.40 billion.
Q4 fiscal 2025 GAAP diluted EPS was $0.27, versus a loss of $0.19 a year earlier; adjusted EPS was $0.47, versus $0.23
Q4 fiscal 2025 adjusted EBITDA was $51.3 million, compared with $31.2 million in the prior-year quarter
Q4 bookings were a record $341.5 million, with a book-to-bill ratio of 1.25 and backlog of $1.40 billion at June 27, 2025
Free cash flow was a record $119.0 million for fiscal 2025, compared with $26.1 million in fiscal 2024
Mercury Systems reported third-quarter fiscal 2025 results for the period ended March 28, 2025. Revenue rose to $211.4 million from $208.3 million a year earlier, and the GAAP net loss narrowed to $19.2 million from $44.6 million, while adjusted EPS moved to $0.06 from a loss of $0.26 per share.
Revenue was $211.4 million, compared with $208.3 million in the third quarter of fiscal 2024.
GAAP net loss was $19.2 million, or $0.33 per share, versus $44.6 million, or $0.77 per share, a year earlier.
Adjusted EPS was $0.06 versus $(0.26), and adjusted EBITDA was $24.7 million versus $(2.4) million.
Free cash flow was $24.1 million versus $(25.7) million; bookings were $200.4 million, with a quarterly book-to-bill ratio of 0.95.
Mercury Systems' Executive Vice President and Chief Operating Officer, Charles R. Wells, IV, informed the company on March 28, 2025 that he will leave for a chief executive role at a privately held company. CEO William Ballhaus will oversee the business operations group directly, and CFO David Farnsworth will take on added responsibilities, with a $1,000,000 restricted stock unit award tied to that expanded role. The company also reiterated its most recent expectations for fiscal 2025.
Charles R. Wells, IV, Executive Vice President and Chief Operating Officer, is departing for a CEO role at a privately held company; he informed the company on March 28, 2025.
William L. Ballhaus, Chairman and CEO, will lead the business operations group, with its senior leaders reporting directly to him.
David E. Farnsworth, EVP and CFO, will take on added responsibilities, including operational performance and customer engagement execution.
Farnsworth will receive a restricted stock unit award with a grant date value of $1,000,000, granted April 15, 2025.
Mercury Systems reported fiscal second-quarter 2025 results for the period ended December 27, 2024, with revenue of $223.1 million, up from $197.5 million a year earlier. The GAAP net loss narrowed to $17.6 million, or $0.30 per share, from $45.6 million, or $0.79 per share. The company also said it cut about 145 positions on January 29, 2025, which it expects to save about $15 million annually.
Q2 revenue of $223.1 million vs. $197.5 million a year earlier, up 13%
GAAP net loss of $17.6 million ($0.30 per share) vs. $45.6 million ($0.79 per share) a year earlier
Adjusted EPS of $0.07 vs. $(0.42) a year earlier; free cash flow of $81.9 million
Workforce reduction of about 145 positions on January 29, 2025, with about $5 million in employee separation charges expected in the quarter ending March 28, 2025
Mercury Systems said Roger Krone has departed its Board of Directors to focus on his new role as President and CEO of the Boy Scouts of America. The Board appointed Jean Bua, CFO of NetScout Systems, as an independent director, and the Board remains at nine members.
Roger Krone departed the Board; Jean Bua was appointed as an independent Class II director, and she must stand for re-election at the next annual meeting
Bua will receive a restricted stock award valued at $225,000 effective January 15, 2025, plus a $65,000 annual cash retainer
Bua joins the Audit and Government Relations Committees; the Board also updated its committee lineup effective January 6, 2025
Mercury Systems reported first quarter fiscal 2025 results for the period ended September 27, 2024, with revenue of $204.4 million, up from $181.0 million a year earlier. GAAP net loss narrowed to $17.5 million, or $0.30 per share, from $36.7 million, or $0.64 per share, and adjusted EPS was $0.04 compared with $(0.24) a year earlier. The filing does not include new guidance.
Revenue of $204.4 million, up from $181.0 million in the prior-year quarter
Bookings of $247.7 million, a book-to-bill ratio of 1.21; total backlog of $1.34 billion, up $187.8 million year-over-year
GAAP net loss of $17.5 million ($0.30 per share) vs. $36.7 million ($0.64 per share); adjusted EBITDA of $21.5 million vs. $2.0 million
Free cash flow was $(20.9) million vs. $(47.1) million in the prior-year quarter
At its October 23, 2024 annual meeting, Mercury Systems shareholders re-elected three Class III directors to three-year terms ending in 2027 and approved a 2024 Employee Stock Purchase Plan. Shareholders also approved the executive pay advisory vote, though by a narrower margin, and ratified KPMG LLP as auditor for fiscal 2025. The board then named William L. Ballhaus Chairman and Barry R. Nearhos Lead Independent Director and set its committee assignments.
Orlando P. Carvalho received 51,733,429 votes for and 2,268,914 withheld; Debora A. Plunkett received 51,753,414 for.
Advisory say-on-pay vote: 38,372,223 for and 15,351,270 against, with 278,850 abstentions.
The 2024 Employee Stock Purchase Plan passed with 53,871,056 for and 116,252 against.
On October 23, 2024, the board elected William L. Ballhaus Chairman and Barry R. Nearhos Lead Independent Director.
Mercury Systems reported fourth-quarter and fiscal 2024 results with revenue down and a larger GAAP net loss than a year earlier, though fourth-quarter adjusted EBITDA rose. The company also amended its credit agreement, cutting total commitments from $1.1 billion to $900.0 million, with $591.5 million outstanding both before and after the change.
Q4 fiscal 2024 revenue was $248.6 million versus $253.2 million a year earlier; GAAP net loss was $10.8 million ($0.19 per share) versus $8.2 million ($0.15 per share).
Fiscal 2024 revenue was $835.3 million versus $973.9 million; GAAP net loss was $137.6 million ($2.38 per share) versus $28.3 million ($0.50 per share).
Q4 adjusted EBITDA was $31.2 million versus $21.9 million; full-year adjusted EBITDA was $9.4 million versus $132.3 million.
Amendment No. 6, dated August 13, 2024, lowers the revolver cap to $750.0 million until a $75.0 million minimum consolidated EBITDA test is met, raises permitted receivables factoring to $100.0 million from $60.0 million, and sets maturity
On June 17, 2024, Mercury Systems approved and implemented a workforce reduction eliminating about 100 positions as the next phase of its reorganization, with expected employee separation charges of about $5 million in the fiscal quarter ending June 28, 2024. The company expects annualized savings of about $15 million, a portion of which will be reinvested, with the remainder supporting improved profitability and operating leverage in fiscal 2025.
June 17, 2024: workforce reduction eliminating about 100 positions approved and implemented
Expected restructuring charges of about $5 million for employee separation, recorded in the quarter ending June 28, 2024
Expected annualized savings of about $15 million, including headcount and non-headcount savings
Tod Brindlinger appointed Senior Vice President of Operations effective June 10, 2024, reporting to COO Roger Wells
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