EVTL.NYSEVertical Aerospace LTD

SCHEDULE: Fitzpatrick Boosts Vertical Aerospace Stake to 12.26%

Sentiment:

Beneficial Ownership Amendment

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Stephen Fitzpatrick and Imagination Aero Investment Ltd. have increased their beneficial ownership in Vertical Aerospace Ltd. to 12.26% following recent share acquisitions and a reverse stock split.

Capital raiseThe calculation of outstanding shares includes 98,527,721 Ordinary Shares issued in the Issuer's public offering, as described in the Prospectus Supplement to the Prospectus dated May 28, 2025, which was filed with the SEC on September 5, 2025.

Summary

  • Stephen James Fitzpatrick, through direct and indirect holdings, beneficially owns 12,690,914 Ordinary Shares of Vertical Aerospace Ltd., representing 12.26% of the class.
  • Imagination Aero Investment Ltd., of which Stephen Fitzpatrick is the sole managing member, beneficially owns 5,200,000 Ordinary Shares, representing 5.02% of the class.
  • The reported share numbers reflect Vertical Aerospace Ltd.'s one-for-ten reverse stock split, which was effective on September 20, 2024.
  • The beneficial ownership includes 5,000,000 Ordinary Shares issuable to Imagination Aero upon the exercise of outstanding warrants.
  • The percentage of class is calculated based on 103,527,721 Ordinary Shares outstanding, which includes 98,527,721 shares after a public offering and the 5,000,000 warrant shares.
  • Stephen Fitzpatrick made several open market purchases of Ordinary Shares through Winterflood Securities Limited between September 29, 2025, and October 13, 2025, totaling 1,300,000 shares at prices ranging from $5.11 to $6.17 per share.

Sentiment

Score: 8

Explanation: The significant increase in beneficial ownership by a key insider, Stephen Fitzpatrick, through open market purchases, indicates strong confidence in the company's prospects, which is a positive signal for investors.

Positives

  • A significant increase in beneficial ownership by Stephen James Fitzpatrick, a key insider and beneficial owner of Imagination Aero Investment Ltd., signals strong confidence in the company's future.
  • The recent open market purchases by the reporting person demonstrate a direct investment and belief in the company's valuation.

Industry Context

Increased insider ownership in Vertical Aerospace, a company operating in the nascent but rapidly developing eVTOL (electric Vertical Take-Off and Landing) aircraft industry, can be interpreted as a strong vote of confidence from a key stakeholder. This sector is characterized by high R&D costs, regulatory hurdles, and significant capital requirements, making insider commitment a notable indicator for investors.

Stakeholder Impact

  • Shareholders: The increased beneficial ownership by a key insider may instill greater confidence in the company's leadership and future direction, potentially leading to positive sentiment and share price stability or appreciation.

Key Dates

DateDescription
March 22, 2024Original Schedule 13D filed with the SEC.
September 20, 2024Effective date of Vertical Aerospace Ltd.'s one-for-ten reverse stock split.
November 25, 2024Amendment No. 1 to Schedule 13D filed.
December 17, 2024Amendment No. 2 to Schedule 13D filed.
December 26, 2024Amendment No. 3 to Schedule 13D filed.
January 31, 2025Amendment No. 4 to Schedule 13D filed.
March 24, 2025Amendment No. 5 to Schedule 13D filed.
May 28, 2025Date of the Prospectus related to the Issuer's public offering.
August 25, 2025Amendment No. 6 to Schedule 13D filed.
September 5, 2025Prospectus Supplement to the Prospectus dated May 28, 2025, filed with the SEC.
September 29, 2025Amendment No. 7 to Schedule 13D filed; first date of reported share transactions (100,000 shares at $5.33).
September 30, 2025Share transaction: 100,000 shares at $5.11.
October 1, 2025Share transaction: 100,000 shares at $5.33.
October 2, 2025Share transaction: 100,000 shares at $5.71.
October 3, 2025Share transaction: 100,000 shares at $5.95.
October 6, 2025Share transaction: 100,000 shares at $6.17.
October 7, 2025Share transaction: 200,000 shares at $6.13.
October 8, 2025Share transaction: 187,327 shares at $5.82.
October 9, 2025Date of event which requires filing of this statement; share transaction: 200,000 shares at $5.77.
October 10, 2025Share transaction: 200,000 shares at $5.57.
October 13, 2025Last date of reported share transactions: 112,673 shares at $5.45.
October 14, 2025Signature date of the Schedule 13D Amendment No. 8.

Recommendation

strong buy

The substantial increase in beneficial ownership by Stephen Fitzpatrick, a pivotal insider and founder, through recent open market purchases, signals profound confidence in Vertical Aerospace Ltd.'s long-term value and strategic direction. This insider buying activity, especially following a reverse stock split and public offering, suggests a belief that the shares are undervalued or poised for significant growth, making it a compelling 'strong buy' for seasoned investors.

Keywords

Vertical Aerospace, Stephen Fitzpatrick, Imagination Aero, Beneficial Ownership, Schedule 13D, Stock Split, Share Purchase, eVTOL, Aerospace

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