BlackSky Technology Inc
For the period ended Dec 31, 2023. Filed Mar 20, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 20, 2024
BKSY$23.84-0.3%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibit and Financial Statement Schedules
- and 2. Financial Statements and Financial Statement Schedules
The consolidated financial statements and financial statement schedules of BlackSky required by Part II, Item 8, are included in Part IV of this report. See Index to Consolidated Financial Statements and Financial Statement Schedules beginning on Page 81.
- Exhibits
The documents listed below are incorporated by reference or are filed with this report, in each case as indicated therein.
| Exhibit No. · Exhibit Description · Form · SEC File No. · Exhibit No. · Filing Date · Filed or Furnished Herewith | |||||
|---|---|---|---|---|---|
| 2.1† | Agreement and Plan of Merger, dated as of February 17, 2021, by and among Osprey Technology Acquisition Corp., Osprey Technology Merger Sub, Inc., and BlackSky Technology Inc. | 424(b)(3) | 333-256103 | Annex A | August 11, 2021 |
| 3.1 | Amended and Restated Certificate of Incorporation of the Company | 8-K | 001-39113 | 3.1 | September 15, 2021 |
| 3.2 | Amended and Restated Bylaws of the Company | 8-K | 001-39113 | 3.2 | September 15, 2021 |
| 4.1 | Specimen Common Stock Certificate | S-3 | 333-267889 | 4.1 | October 14, 2022 |
| 4.2 | Form of Indenture | S-3 | 333-267889 | 4.3 | October 14, 2022 |
| 4.3 | Specimen Warrant Certificate | S-1 | 333-234180 | 4.3 | October 11, 2019 |
| 4.4 | Warrant Agreement, dated October 31, 2019, between Continental Stock Transfer & Trust Company and Osprey Technology Acquisition Corp. | 8-K | 001-39113 | 4.1 | November 5, 2019 |
| 4.5 | Description of Securities | 10-K | 001-39113 | 4.5 | March 23, 2023 |
| 4.6 | Form of Warrant | 8-K | 001-39113 | 4.1 | March 9, 2023 |
| 10.1+ | BlackSky Technology Inc. 2021 Equity Incentive Plan | 424(b)(3) | 333-256103 | Annex E | August 11, 2021 |
| 10.2+ | BlackSky Technology Inc. 2021 Employee Stock Purchase Plan | 424(b)(3) | 333-256103 | Annex F | August 11, 2021 |
| 10.3+ | BlackSky Technology Inc. Outside Director Compensation Policy | 8-K | 001-39113 | 10.13 | September 15, 2021 |
| 10.4+ | BlackSky Technology Inc. Form of Indemnification Agreement | 8-K | 001-39113 | 10.4 | September 15, 2021 |
| 10.5 | Right of First Offer Agreement, dated as of October 31, 2019, by and between Spaceflight Industries, Inc. and Intelsat Jackson Holdings, S.A. | S-4 | 333-256103 | 10.10 | May 13, 2021 |
| 10.6 | Sponsor Support Agreement, dated as of February 17, 2021 by and among BlackSky Holdings, Inc., Osprey Sponsor II, LLC, and Osprey Technology Acquisition Corp. | 8-K/A | 001-39113 | 10.3 | February 22, 2021 |
| 10.7 | Form of Registration Rights Agreement | 8-K | 001-39113 | 10.5 | February 22, 2021 |
| 10.8 | Form of Subscription Agreement | 8-K | 001-39113 | 10.1 | February 22, 2021 |
| 10.9+ | Offer Letter from BlackSky Holdings Inc. to Brian O’Toole, dated August 18, 2021 | 8-K | 001-39113 | 10.1 | August 18, 2021 |
| 10.10+ | Offer Letter from BlackSky Holdings Inc. to Henry Dubois, dated August 18, 2021 | 8-K | 001-39113 | 10.3 | August 18, 2021 |
| 10.11+ | Amendment to Offer Letter from BlackSky Holdings Inc. to Henry Dubois, dated June 10, 2022 | 10-Q | 001-39113 | 10.2 | August 10, 2022 |
| 10.12+ | Offer Letter from BlackSky Holdings Inc. to Chris Lin, dated August 18, 2021 | 8-K | 001-39113 | 10.4 | August 18, 2021 |
| Exhibit No. | Exhibit Description | Form | SEC File No. | Exhibit No. | Filing Date | Filed or Furnished Herewith |
|---|---|---|---|---|---|---|
| 10.13 | Amended and Restated Loan and Security Agreement, dated October 31, 2019, by and between Intelsat Jackson Holdings SA, Seahawk SPV Investment LLC, Spaceflight Industries, Inc. and its subsidiaries. | S-4/A | 333-256103 | 10.17 | June 25, 2021 | |
| 10.14 | Satellite Program Contract, dated March 12, 2018, by and between LeoStella LLC and BlackSky Global LLC | S-4/A | 333-256103 | 10.18 | June 25, 2021 | |
| 10.15 | Amendment No. 1 to Satellite Program Contract, dated February 20, 2019, by and between LeoStella LLC and BlackSky Global LLC | S-4/A | 333-256103 | 10.19 | June 25, 2021 | |
| 10.16 | Amendment No. 2 to Satellite Program Contract, dated May 27, 2020, by and between LeoStella LLC and BlackSky Global LLC | S-4/A | 333-256103 | 10.20 | June 25, 2021 | |
| 10.17 | First Amendment, Consent and Joinder to Amended and Restated Loan and Security Agreement, dated as of September 9, 2021, by and among BlackSky Holdings, Inc. and the subsidiaries named therein, Intelsat Jackson Holdings SA and Seahawk SPV Investment LLC. | 8-K | 001-39113 | 10.5 | September 15, 2021 | |
| 10.18 | Second Amendment to Amended and Restated Loan and Security Agreement, dated as of May 9, 2023 by and among BlackSky Technology Inc. and the subsidiaries named therein, Intelsat Jackson Holdings SA and Seahawk SPV Investment LLC | 10-Q | 001-39113 | 10.3 | May 10, 2023 | |
| 10.19 | BlackSky HQ Lease Agreement, dated February 28, 2019, by and between Northridge Office Building LLC and Spaceflight Industries, Inc. | S-1 | 333-260458 | 10.25 | October 25, 2021 | |
| 10.20 | BlackSky HQ Lease Agreement, dated November 20, 2023, by and between 2411 Dulles Corner Metro Owner LLC and BlackSky Holdings, Inc. | X | ||||
| 10.21+ | BlackSky Technology Inc. Executive Change in Control and Severance Plan, adopted August 16, 2021, and form of participation agreement attached as appendix A. | 8-K | 001-39113 | 10.6 | August 18, 2021 | |
| 10.22+ | Form of Stock Option Agreement under the BlackSky 2021 Equity Incentive Plan | S-8 | 333-261778 | 4.4 | December 20, 2021 | |
| 10.23+ | Form of Restricted Stock Unit Agreement under the BlackSky 2021 Equity Incentive Plan | S-8 | 333-261778 | 4.5 | December 20, 2021 | |
| 10.24+ | Form of Stock Appreciation Right Agreement under the BlackSky 2021 Equity Incentive Plan | S-8 | 333-261778 | 4.7 | December 20, 2021 | |
| 10.25+ | 2014 Equity Incentive Plan | S-8 | 333-261778 | 4.8 | December 20, 2021 | |
| 10.26+ | Spaceflight, Inc. Amended and Restated 2011 Equity Incentive Plan Assumed by Spaceflight Industries and forms of agreements thereunder | S-8 | 333-261778 | 4.9 | December 20, 2021 | |
| 10.27+ | Form of Restricted Stock Award Agreement | S-8 | 333-261778 | 4.6 | December 20, 2021 | |
| 10.28+ | Form of Restricted Stock Unit Agreement under the BlackSky 2014 Equity Incentive Plan | S-8 | 333-261778 | 4.4 | March 4, 2022 | |
| 10.29+ | 2022 Executive Incentive Compensation Plan | 10-K | 001-39113 | 10.34 | March 31, 2022 | |
| 10.30† | NRO Contract, dated May 23, 2022, by and between the National Reconnaissance Office and BlackSky Technology Inc. | 10-Q | 001-39113 | 10.1 | August 10, 2022 | |
| 10.31 | Open Market Sale Agreement, dated December 15, 2022, by and between BlackSky Technology Inc. and Jefferies LLC | 8-K | 001-39113 | 1.1 | December 15, 2022 | |
| 10.32 | Form of Registration Rights Agreement, dated as of March 6, 2023 by and among the Company and the Investors | 8-K | 001-39113 | 10.2 | March 9, 2023 | |
| 10.33†** | Production Work Order 003, dated November 13, 2023, by and between BlackSky Global LLC and LeoStella LLC | X | ||||
| Exhibit No. | Exhibit Description | Form | SEC File No. | Exhibit No. | Filing Date | Filed or Furnished Herewith |
| 10.34†** | Subordinated Loan and Security Agreement, dated November 3, 2023, by and between BlackSky Technology Inc. and the subsidiaries named therein and Rocket Lab USA, Inc. | X | ||||
| 21.1 | List of Subsidiaries | X | ||||
| 23.1 | Consent of Deloitte & Touche LLP, independent registered public accounting firm of BlackSky Technology Inc. | X | ||||
| 24.1 | Power of Attorney (included in signature pages hereto) | X | ||||
| 31.1 | Certification of the Company’s Chief Executive Officer, Brian O’Toole, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 31.2 | Certification of the Company’s Chief Financial Officer, Henry Dubois, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.1* | Certification of the Company’s Chief Executive Officer, Brian O’Toole, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.2* | Certification of the Company’s Chief Financial Officer, Henry Dubois, pursuant to Section 906 of the Sarbanes- Oxley Act of 2002. | X | ||||
| 97.1 | Compensation Recovery Policy | X | ||||
| 101.INS | Inline XBRL Instance Document | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | X | ||||
| ________________+ Indicates management contract or compensatory plan. | ||||||
|---|---|---|---|---|---|---|
| † Certain portions of this exhibit have been omitted in accordance with Regulation S-K Item 601. The Registrant agrees to furnish an unredacted copy of the exhibit to the SEC upon request. | ||||||
| * The certifications attached as Exhibit 32.1 and 32.2 that accompany this Annual Report on Form 10-K are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing. | ||||||
| ** Certain schedules to this exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule will be furnished supplementally to the SEC upon request; provided, however, that the parties may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any document so furnished. | ||||||
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