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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): November 25, 2025

 

NEW HORIZON AIRCRAFT LTD.

(Exact name of registrant as specified in its charter)

 

British Columbia   001-41607   98-1786743
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

3187 Highway 35, Lindsay, Ontario, K9V 4R1

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (613) 866-1935

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered
Class A Ordinary Share, no par value   HOVR   The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50 per share   HOVRW   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 


 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On November 25, 2025, New Horizon Aircraft Ltd. (the “Company”) held its 2025 annual meeting of shareholders (the “Annual Meeting”). As further discussed below, at the Annual Meeting, the Company’s shareholders approved the New Horizon Aircraft Ltd. Employee Stock Purchase Plan (the “ESPP”). The board of directors of the Company had previously approved the adoption of the ESPP effective May 1, 2024.

 

The ESPP provides eligible employees of the Company and its designated affiliates with the opportunity to acquire the Company’s Class A ordinary shares, without par value (the “Common Shares”), through payroll contributions, matched by the Company, up to a defined maximum percentage of the employee’s base salary. The acquisition of Common Shares is through open market purchases executed by a broker acting on behalf of the Company.

 

The purpose of the ESPP is to retain and incentivize eligible employees by aligning their interests with those of the Company and its shareholders. By facilitating regular purchases of the Company’s Common Shares, the ESPP encourages long-term commitment and participation in the Company’s growth and success.

 

The summary of the ESPP contained herein does not purport to be complete and is qualified in its entirety by reference to the full text of the ESPP, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

 

The disclosure set forth below in Item 5.07 of this Current Report on Form 8-K is incorporated by reference into this Item 5.02.

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

Summary of Proposals Submitted to Shareholders

 

At the Annual Meeting, the following proposals were submitted to the shareholders of the Company, as set forth in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on October 27, 2025:

 

Proposal 1: The election of two directors to serve as Class II directors until the 2028 annual meeting of shareholders;

 

Proposal 2: The appointment of MNP LLP as the Company’s auditor and independent registered public accounting firm for the fiscal year ending May 31, 2026; and

 

Proposal 3: The approval of the ESPP.

 

Voting Results

 

On the record date, there were (a) 43,355,189 Common Shares issued and outstanding, entitled to 43,355,189 votes in the aggregate. Of the 43,355,189 votes that were eligible to be cast by the holders of Common Shares at the Annual Meeting, 23,407,298 votes, or approximately 53.99% of the total, were represented at the meeting in person or by proxy, constituting a quorum. The number of votes cast for, against or withheld, as well as abstentions and broker non-votes, if applicable, in respect of each such matter is set forth below:

 

Proposal 1: Election of Directors.

 

The Company’s shareholders elected the following directors to serve as Class II directors until the 2028 annual meeting of shareholders. The votes regarding the election of these directors were as follows:

 

Director Nominee   Votes For     Votes
Withheld
    Broker
Non-Votes
 
John Maris     15,082,875       87,732       8,236,691  
Jameel Janjua     15,045,752       124,855       8,236,691  

 

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Proposal 2: Ratification of Appointment of MNP LLP.

 

The Company’s shareholders approved the appointment of MNP LLP as the Company’s auditor and independent registered public accounting firm for the fiscal year ending May 31, 2026. The votes regarding this proposal were as follows:

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
23,164,500   68,224   174,574  

 

Proposal 3: Approval of the ESPP.

 

The Company’s shareholders approved the proposal to adopt the ESPP. The votes regarding this proposal were as follows:

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
14,985,616   88,327   96,664   8,236,691

 

Item 7.01. Regulation FD Disclosure.

 

On November 26, 2025, the Company issued a press release (the “Press Release”). The Press Release is furnished herewith as Exhibit 99.1.

 

The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
10.1   New Horizon Aircraft Ltd. Employee Stock Purchase Plan
99.1   Press Release, dated November 26, 2025
104   Cover Page Interactive Data File (formatted in Inline XBRL).

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  NEW HORIZON AIRCRAFT LTD.
     
Date: November 26, 2025 By: /s/ E. Brandon Robinson
  Name: E. Brandon Robinson
  Title: Chief Executive Officer

 

 

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EX-10.1 2 ea026724901ex10-1_newhorizon.htm NEW HORIZON AIRCRAFT LTD. EMPLOYEE STOCK PURCHASE PLAN

Exhibit 10.1

 

New Horizon Aircraft ltd.

 

Employee Stock purchase Plan

 

Adopted by the Board of Directors Effective: May 1, 2024

 

Approved by the Stockholders: effective May, 1 2024

 

I. PURPOSE

 

The Employee Stock Ownership Plan (“ESPP”) provides a means by which Eligible Employees of the Company may acquire shares of Common Stock. The Plan provides that the Company will match Eligible Employees procurement of Common Shares of the Company under an Employee Stock Purchase Plan, up to a defined maximum amount.

 

The Company, by means of the Plan, seeks to retain the services of Eligible Employees, to secure and retain the services of new Employees, and to provide incentives for such persons to exert maximum efforts for the success of the Company and its Affiliates.

 

II. Administration

 

The Board has responsibility for administering the Plan. By delegation of the Board, the Company’s Compensation Committee may administer the Plan.

 

The Board will have the power, subject to, and within the limitations of, the express provisions of the Plan as noted below:

 

a) To construe and interpret the Plan, and to establish, amend and revoke rules and regulations for its administration. The Board, in the exercise of this power, may correct any defect, omission or inconsistency in the Plan, in a manner and to the extent it deems necessary or expedient to make the Plan fully effective;

 

b) To settle all controversies regarding the Plan and Common Shares procured under the Plan;

 

c) To suspend or terminate the Plan at any time as provided in Section V;

 

d) To amend the Plan at any time as provided in Section VIII;

 

e) Generally, to exercise such powers and to perform such acts as it deems necessary or expedient to promote the best interests of the Company and to carry-out the intent that the Plan be treated as an ESPP.

 

f) To adopt such rules, procedures and sub-plans as are necessary or appropriate to permit or facilitate participation in the Plan by Employees located in different jurisdictions. Without limiting the generality of, and consistent with, the foregoing, the Board specifically is authorized to adopt rules, procedures, and sub-plans regarding, without limitation, eligibility to participate in the Plan, the definition of eligible earnings, handling and making of Contributions, establishment of bank or trust accounts to hold Contributions, payment of interest, conversion of local currency, obligations to pay payroll tax, determination of beneficiary designation requirements, withholding procedures and handling of share issuances, any of which may vary according to applicable requirements.

 

The Board, and by extension, the Compensation Committee, may delegate some or all of its authority under the Plan to one or more Officers of the Company or other persons or groups of persons as it deems necessary, appropriate or advisable under conditions or limitations that it may set at or after the time of the delegation.

 

All determinations, interpretations and constructions made by the Board in good faith will not be subject to review by any person and will be final, binding, and conclusive on all persons.

 

III. Eligibility

 

Participation in the Plan may be granted only to Employees of the Company or, as the Board may designate in accordance with Section II, to Employees of a Related Corporation or an Affiliate. This ESPP is designed to comply with the coverage and participation requirements specified in in Sections 423(b)(3) and 423(b)(5) of the Code.

 

 


 

IV. Plan Structure

 

The Company will procure Common Shares from the Open Market on behalf of Participants on each Payroll Date using the following criteria:

 

a) For Executive Management, an amount of up to 10%, such exact percentage to be determined by each Eligible Employee, of an Eligible Employee’s Base Salary, with such amount to be paid for half by the Company and half by the Eligible Employee; and

 

b) For all other Employees, an amount of up to 6%, such exact percentage to be determined by each Eligible Employee, of an Eligible Employee’s Base Salary, with such amount to be paid for half by the Company and half by the Eligible Employee.

 

The stock purchasable under the Plan will be shares of authorized and issued reacquired Common Shares on the Open Market.

 

Common Shares procured by the Company in connection with matching contributions may be restricted from sale by an Eligible Employee until such time as the Eligible Employee has been a participant in the ESPP for a period of 12 months.

 

Eligible Participants in the Plan may be permitted to have Contributions designated as Registered Retirement Savings Account Contributions or such other permitted retirement designated accounts in accordance with relevant jurisdictional requirements.

 

V. Participation and Termination

 

An Eligible Employee may elect to participate in the ESPP and authorize payroll deductions as the means of making Contributions by completing and delivering to the Company or a Company designee, an enrollment form provided by the Company or Company designee. The enrollment form will specify the percentage amount of Contributions, such amount not to exceed the maximum amount permitted by the Plan.

 

A Participant may cease making Contributions and withdraw from the Plan by delivering to the Company or a Company designee a withdrawal form provided by the Company. A Participant’s withdrawal from the Plan may restrict the Participant’s ability to rejoin the Plan for a period of 12 months.

 

Participation in the Plan will terminate immediately if the Participant:

 

a) is no longer an Employee for any reason or for no reason (subject to any post-employment participation period required by Applicable Law); or

 

b) is otherwise no longer eligible to participate.

 

If an employee ceases participation prior to the Vesting period concluding, the employee will not be eligible to receive those shares and the taxable benefit recorded will be reversed. Those shares will be sold in the open market with funds returned to the Company.

 

Unless otherwise required by Applicable Law, the Company will have no obligation to pay interest on Contributions during the intervening period of the Payroll Date and the Procurement Date.

 

VI. Covenants of the Company

 

The Company will seek to obtain from each federal, provincial or state, foreign or other regulatory commission, agency or other Governmental Body having jurisdiction over the Plan such authority as may be required to procure shares of Common Stock thereunder unless the Company determines, in its sole discretion, that doing so is not practical or would cause the Company to incur costs that are unreasonable. If, after commercially reasonable efforts, the Company is unable to obtain the authority that counsel for the Company deems necessary for the lawful procurement of Common Stock under the Plan, and at a commercially reasonable cost, the Company will be relieved from any liability.

 

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VII. Beneficiaries

 

The Company may, but is not obligated to, permit a Participant to submit a form designating a beneficiary who will receive any shares of Common Stock and/or Contributions from the Participant’s account under the Plan in the event the Participant dies. The Company may, but is not obligated to, permit the Participant to change such designation of beneficiary. Any such designation and/or change must be on a form approved by the Company.

 

If a Participant dies, and in the absence of a valid beneficiary designation, any shares of Common Stock held within the Plan by the Participant will be transferred to the executor or administrator of the estate of the Participant. If no executor or administrator has been appointed (to the knowledge of the Company), the Company, in its sole discretion, may deliver such shares of Common Stock and/or Contributions, without interest (unless the payment of interest is otherwise required by Applicable Law), to the Participant’s spouse, dependents or relatives, or if no spouse, dependent or relative is known to the Company, then to such other person as the Company may designate.

 

VIII. Amendments and terminations

 

The Board may amend the Plan at any time in any respect the Board deems necessary or advisable. However, stockholder approval will be required for any amendment of the Plan for which stockholder approval is required by Applicable Law. The Board may suspend or terminate the Plan at any time.

 

The Board will be entitled to:

 

a) establish the exchange ratio applicable to amounts withheld in a currency other than U.S. dollars;

 

b) permit Contributions in excess of the amount designated by a Participant in order to adjust for mistakes in the Company’s processing of properly completed Contribution elections;

 

c) establish reasonable waiting and adjustment periods and/or accounting and crediting procedures to ensure that amounts procured for each Participant properly correspond with amounts withheld from the Participant’s Contributions; and

 

d) establish other limitations or procedures as the Board determines in its sole discretion advisable that are consistent with the Plan.

 

IX. Taxes

 

The Company makes no representation and expressly disavows any covenant to maintain special or to avoid unfavorable tax treatment, notwithstanding anything to the contrary in this Plan. The Company will be unconstrained in its corporate activities without regard to the potential negative tax impact on Participants.

 

Each Participant will make arrangements, satisfactory to the Company and any applicable Related Corporation, to enable the Company or the Related Corporation to fulfill any withholding obligation for Tax-Related Items. Without limitation to the foregoing, in the Company’s sole discretion and subject to Applicable Law, such withholding obligation may be satisfied in whole or in part by

 

a) withholding from the Participant’s salary or any other cash payment due to the Participant from the Company or a Related Corporation; or

 

b) any other method deemed acceptable by the Board.

 

X. Effective Date of Plan

 

The Plan will become effective on the Effective Date.

 

XI. Miscellaneous Provisions

 

The Plan does not constitute an employment contract. Nothing in the Plan will in any way alter the at-will nature of a Participant’s employment or amend a Participant’s employment contract, if applicable, or be deemed to create in any way whatsoever any obligation on the part of any Participant to continue in the employ of the Company or a Related Corporation or an Affiliate, or on the part of the Company, a Related Corporation or an Affiliate to continue the employment of a Participant.

 

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The provisions of the Plan will be governed by the laws of the province of British Columbia without resort to that province’s conflicts of laws rules.

 

If any particular provision of the Plan is found to be invalid or otherwise unenforceable, such provision will not affect the other provisions of the Plan, but the Plan will be construed in all respects as if such invalid provision were omitted.

 

If any provision of the Plan does not comply with Applicable Law, such provision shall be construed in such a manner as to comply with Applicable Law.

 

XII. Definitions

 

As used in this Plan, the following definitions will apply to the capitalized terms indicated below:

 

Affiliate means any entity, other than a Related Corporation, whether now or subsequently established, which is at the time of determination, a “parent” or “subsidiary” of the Company as such terms are defined in Rule 405 promulgated under the Securities Act. The Board may determine the time or times at which “parent” or “subsidiary” status is determined within the foregoing definition.

 

Applicable Law means shall mean any applicable securities, federal, provincial or state, foreign, material local or municipal or other law, statute, constitution, principle of common law, resolution, ordinance, code, edict, decree, rule, listing rule, regulation, judicial decision, ruling or requirement issued, enacted, adopted, promulgated, implemented or otherwise put into effect by or under the authority of any Governmental Body (or under the authority of the Nasdaq Stock Market).

 

Board means the board of directors of the Company.

 

Code means the Internal Revenue Code of 1986, as amended.

 

Compensation Committee means a committee of two or more members of the Board to whom authority has been delegated by the Board.

 

Common Stock means the Class A ordinary shares of the Company.

 

Company means New Horizon Aircraft Ltd., a British Columbia, Canada corporation.

 

Contributions means, collectively, Common Stock purchased by Eligible Employees and the Company under the terms of this ESPP.

 

Director means a member of the Board.

 

Effective Date means the effective date of this Plan, which is May 1, 2024.

 

Eligible Employee means an Employee who meets the requirements of participation in the ESPP.

 

Employee means any person, including an Officer or Director, who is employed by the Company or a Related Corporation.

 

Exchange Act means the U.S. Securities Exchange Act of 1934, as amended and the rules and regulations promulgated thereunder.

 

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Executive Management means named executive officers as that definition is applied by the Securities Act.

 

Governmental Body means any:

 

a) nation, state, commonwealth, province, territory, county, municipality, district or other jurisdiction of any nature;

 

b) federal, provincial or state, local, municipal, foreign or other government;

 

c) governmental or regulatory body, or quasi-governmental body of any nature (including any governmental division, department, administrative agency or bureau, commission, authority, instrumentality, official, ministry, fund, foundation, center, organization, unit, body or entity and any court or other tribunal, and tax authority) or other body exercising similar powers or authority; or

 

d) self-regulatory organization (including the Nasdaq Stock Market).

 

Officer means a person who is an officer of the Company or a Related Corporation within the meaning of Section 16 of the Exchange Act.

 

Open Market means a stock exchange in which the Company’s Common Stock is actively traded.

 

Participant means an Eligible Employee actively contributing to the Plan.

 

Payroll Date means the second payroll cycle of each month in which the Company processes payments in exchange for services to Employees.

 

Plan means this New Horizon Aircraft Ltd. Employee Stock Ownership Plan, as amended from time to time.

 

Procurement Date means each date in which the Company acquires Common Stock on behalf of Eligible Employees.

 

Registered Retirement Savings Plan has the meaning defined by the Canada Revenue Agency for purposes of retirement savings accounts for Eligible Employees.

 

Related Corporation means any parent corporation or subsidiary corporation of the Company, whether now or subsequently established, as those terms are defined in related regulatory frameworks.

 

Securities Act means the U.S. Securities Act of 1933, as amended.

 

Tax-Related Items means any income tax, payroll tax, fringe benefit tax, payment on account or other tax-related items arising out of or in relation to a Participant’s participation in the Plan.

 

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EX-99.1 3 ea026724901ex99-1_newhorizon.htm PRESS RELEASE, DATED NOVEMBER 26, 2025

Exhibit 99.1

 

Horizon Aircraft Welcomes Esteemed Test Pilot-Astronaut Jameel Janjua to its Board of Directors

 

TORONTO, November 26, 2025 - New Horizon Aircraft Ltd. (NASDAQ: HOVR), doing business as Horizon Aircraft (“Horizon Aircraft” or the “Company”), an advanced aerospace engineering company and developer of one of the world’s first hybrid electric VTOL (Vertical Take-Off and Landing) aircraft, announces that esteemed test pilot-astronaut Jameel Janjua has joined its Board of Directors, bringing deep expertise in experimental test flight, military operations, aerospace engineering, and business growth.

 

Jameel is a world-leading expert in experimental test flight and has provided leadership for space missions, billion-dollar aerospace programs, and has been an advisor to aerospace startups as they navigate through technical and business milestones.

 

Formerly serving as a fighter pilot in the Royal Canadian Air Force and as an instructor at USAF Test Pilot School, Jameel moved on to become an experimental test pilot with more than 5,500 hours flown in more than 65 aircraft. Currently he is a test pilot for Virgin Galactic, an aerospace and space travel company pioneering human spaceflight.

 

“Horizon Aircraft is revolutionizing regional air mobility with its hybrid electric, fan-in-wing VTOL design,” stated Jameel. “The Cavorite X7 has the ability to provide enhanced solutions for both civilian and military missions, and by joining the Board I can help ensure our business execution strategy is tightly aligned with delivering the safest possible certified aircraft.”

 

Jameel holds a Bachelor of Engineering from the Royal Military College of Canada, a Master of Science from MIT in Aeronautics and Aeronautics and recently earned an MBA from The Wharton School. His knowledge and extensive experience with aerospace flight and business operations will be a valuable addition to Horizon Aircraft’s Board of Directors as the Company builds its full-scale prototype and prepares it to undergo the aircraft certification process.

 

Horizon Aircraft Co-Founder and CEO Brandon Robinson stated, “Jameel joining our Board is a huge win for our team in more ways than one. Having someone of his caliber provide insight and mentorship will help us make the Cavorite X7 a leader in aerospace safety and be ready to fly real-world missions.”

 

For more information about Horizon Aircraft, please see the Company’s website or watch its innovative technology in action on the Company’s YouTube channel . Information on the New Horizon’s website does not constitute a part of and is not incorporated by reference into this press release.

 

 


 

About Horizon Aircraft

 

Horizon Aircraft (NASDAQ: HOVR) is an advanced aerospace engineering company that is developing one of the world’s first hybrid eVTOL designed to fly most of its mission exactly like a normal aircraft while offering industry-leading speed, range, and operational utility. Horizon Aircraft’s unique designs put the mission first and prioritize safety, performance, and utility. Horizon Aircraft intends to successfully complete testing and certification of its Cavorite X7 eVTOL and then scale unit production to meet expected demand from regional operators, emergency service providers, and military customers.

 

For further information, visit:

 

Website www.horizonaircraft.com

LinkedIn https://www.linkedin.com/company/horizon-aircraft-inc

 

For further information, contact:

 

Investors:

 

Matt Chesler, CFA

FNK IR LLC

(646) 809-2183

HOVR@fnkir.com

 

Media:

 

Edwina Frawley-Gangahar

EFG Media Relations

+44 7580 174672

edwina@efgmediarelations.com

 

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Forward-Looking Statements

 

This press release contains certain “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian securities laws (collectively, “forward-looking statements”). These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “aim,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “target,” “will be,” “will continue,” “will likely result” and similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements herein include, but are not limited to, statements relating to the targeted readiness of the full-scale hybrid Cavorite X7 eVTOL prototype for initial testing, development priorities and technical milestones; funding and liquidity sufficiency and runway; certification and testing plans; and potential production, partnership, supply chain and market opportunities.

 

Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: (i) changes in the markets in which Horizon Aircraft competes, including with respect to its competitive landscape, technology evolution or regulatory changes; (ii) the risk that Horizon Aircraft will need to raise additional capital to execute its business plans, which may not be available on acceptable terms or at all; (iii) the lack of useful financial information for an accurate estimate of future capital expenditures and future revenue; (iv) statements regarding Horizon Aircraft’s industry and market size; (v) financial condition and performance of Horizon Aircraft, including the condition, liquidity, results of operations, the products, the expected future performance and market opportunities of Horizon Aircraft; (vi) Horizon Aircraft’s ability to develop, certify, and manufacture an aircraft that meets its performance expectations; (vii) successful completion of testing and certification of Horizon Aircraft’s Cavorite X7 eVTOL; (viii) the targeted future production of Horizon Aircraft’s Cavorite X7 aircraft; and (ix) other factors detailed by us in the Company’s public filings with the Securities and Exchange Commission (“SEC”) and under the Company’s profile on sedarplus.ca, including the disclosures under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended May 31, 2025, filed with the SEC and filed under the Company’s profile on sedarplus.ca on August 22, 2025. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made.

 

Readers are cautioned not to put undue reliance on forward-looking statements, and while the Company may elect to update these forward-looking statements at some point in the future, it assumes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by applicable law. Horizon Aircraft does not give any assurance that Horizon Aircraft will achieve its expectations.

 

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