Starfighters Space, Inc. has filed a registration statement covering the resale of 5,223,879 shares of common stock by selling stockholders. The shares, which have a par value of $0.00001 per share, are being offered to satisfy registration rights granted to PIPE Investors. This filing allows existing investors to sell their holdings through public or private transactions at market or negotiated prices.

The Resale Shares were originally issued to PIPE Investors pursuant to a Securities Purchase Agreement dated May 22, 2026. The registration rights agreement, also dated May 22, 2026, obligates the company to facilitate the resale of these shares. Selling stockholders may offer all or part of the shares from time to time, utilizing underwriters, broker-dealers, or agents who may receive compensation in the form of discounts or commissions.

Key Details of the Offering

The following table outlines the primary details of the registration:

The selling stockholders include successors and assigns of the original PIPE Investors. The company will not receive any proceeds from the resale of these shares, as the transactions are strictly between the selling stockholders and third-party purchasers.

Johnson Fistel, PLLP is investigating Starfighters Space, Inc. on behalf of investors who suffered losses to determine if those losses are recoverable under federal securities laws. The investigation focuses on whether the company complied with federal securities laws following disclosures regarding executive resignations and subsequent stock price declines.

Background of the Investigation

Starfighters Space completed its Regulation A initial public offering in December 2025, raising approximately $40 million through the sale of common stock at $3.59 per share. The company's common stock began trading on NYSE American under the ticker symbol "FJET" on December 18, 2025.

On February 23, 2026, Starfighters Space announced that founder Rick Svetkoff had resigned as Chief Executive Officer, President, Chairman, and Director. The company also disclosed that Brenda Svetkoff, Mr. Svetkoff's spouse, resigned as company secretary. The Board appointed Tim Franta as Chief Executive Officer.

On February 25, 2026, Starfighters Space filed a Form 8-K disclosing additional information regarding the resignations. According to the filing, Mr. Svetkoff's resignation letter indicated that his disagreement with the Board and the company related to the operations, policies, and practices of the company acting through the Board led to his decision to resign from all officer positions and as a director. The company further disclosed that Mrs. Svetkoff's resignation letter similarly indicated that her disagreement with the Board and the company related to the operations, policies, and practices of the company acting through the Board led to her decision to resign as secretary. Starfighters stated that it "respectfully disagrees with the substance of and the assertions and characterizations that are contained in the resignation letters."

Following these disclosures, Starfighters Space's stock price declined sharply. In light of these disclosures, Johnson Fistel is investigating whether Starfighters Space complied with federal securities laws.

Key Dates and Events

Investors who purchased Starfighters Space securities and suffered losses are encouraged to contact Johnson Fistel to learn more about the investigation. There is no cost or obligation to participate.