{"url_path":"/sec/aadx/8-k/2026-06-04/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-04","source_url":"https://www.sec.gov/Archives/edgar/data/2118195/0001193125-26-257600-index.html","accession_number":"0001193125-26-257600","cik":"0002118195","ticker":"AADX","issuer_name":"Applied Aerospace & Defense, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/2118195/0001193125-26-257600-index.html","primary_entity_key":"0002118195","primary_entity_name":"Applied Aerospace & Defense, Inc."},"word_count":462,"has_tables":true,"body_markdown":"Item 1.01\n\nEntry into a Material Definitive Agreement.\n\nOn June 2, 2026, Applied Aerospace & Defense, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Morgan Stanley & Co. LLC, Jefferies LLC, BofA Securities, Inc. and RBC Capital Markets, LLC, as representatives of the several underwriters named therein (collectively, the “Underwriters”), relating to the initial public offering (the “IPO”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”). The Underwriting Agreement provides for the offer and sale by the Company of 32,500,000 shares of Common Stock (the “Firm Shares”) at a public offering price of $20.00 per share. Pursuant to the Underwriting Agreement, the Company granted the Underwriters a 30-day option to purchase up to an additional 4,875,000 shares of Common Stock. On June 4, 2026, the IPO closed and the Firm Shares were delivered. The material terms of the Underwriting Agreement are described in the prospectus, dated June 2, 2026 (the “Prospectus”), filed by the Company with the Securities and Exchange Commission (the “Commission”) on June 3, 2026, pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the “Securities Act”). The IPO is registered with the Commission pursuant to the Company’s Registration Statement on Form S-1, as amended (File No. 333-295691).\n\nThe Underwriting Agreement contains customary representations and warranties, agreements and obligations, closing conditions and termination provisions. The Company has agreed to indemnify the Underwriters against (or contribute to the payment of) certain liabilities, including liabilities under the Securities Act. This description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement attached hereto as Exhibit 1.1, which is incorporated by reference into this Item 1.01.\n\nIn connection with the consummation of the IPO, the Company entered into the following additional agreements:\n\n \n\n \n•\n \n\nthe Registration Rights Agreement, dated as of June 4, 2026, by and between the Company and AA&D Holdings, LP, a copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein; and\n\n \n\n \n•\n \n\nthe Stockholders Agreement, dated as of June 4, 2026, by and between the Company and AA&D Holdings, LP, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.\n\nDescriptions of these agreements are contained in the Prospectus in the section entitled “Certain Relationships and Related Party Transactions” and are incorporated by reference into this Item 1.01. Such descriptions do not purport to be complete and are qualified in their entirety by reference to the full text of each of the agreements attached hereto as Exhibits 4.1 and 10.1, which are incorporated by reference into this Item 1.01."}