RKLB 8-K — Smart Summary

On May 20, 2026, Rocket Lab Corporation entered into an equity distribution agreement with multiple sales agents to offer and sell shares of its common stock (par value $0.0001 per share) with an aggregate offering price of up to $3,000,000,000, including provisions for forward sale transactions.

• Rocket Lab Corporation entered into an Equity Distribution Agreement on May 20, 2026 with 16 named sales agents, allowing at-the-market offerings of Common Stock (par value $0.0001 per share) up to an aggregate offering price of $3,000,000,000.
• The Company may sell shares through Sales Agents acting as agents or principals, or via Forward Sellers acting on behalf of Forward Purchasers under forward sale agreements (Initially Priced Forward Transactions or Collared Forward Transactions).
• Sales Agents will receive a commission not to exceed 2.00% of the sales price per share; Forward Sellers in Initially Priced Forward Transactions will receive a commission of up to 2.00% of the volume weighted average sales price of borrowed shares sold during the hedge period.
• In Collared Forward Transactions, the Collared Forward Seller may receive a commission of up to 2.00% of the volume weighted average of sales prices of borrowed shares, deducted from proceeds paid to the Company on each Component Prepayment Date or settlement date.
• The offer and sale of shares is made pursuant to a shelf registration statement on Form S-3 originally filed by Rocket Lab USA, Inc. on March 11, 2025, as amended by Post-Effective Amendment No. 1 filed May 27, 2025, and a related prospectus supplement filed May 20, 2026.
• The Equity Distribution Agreement may be terminated at any time by either the Company, an Agent, or a Forward Purchaser upon two (2) days prior written notice.