UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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EXPLANATORY NOTE
This Current Report on Form 8-K (the “Form 8-K”) is being filed with the U.S. Securities and Exchange Commission to update certain unaudited pro forma financial information of BigBear.ai Holdings, Inc. (the “Company”) for purposes of incorporating such information by reference into one or more registration statements filed or to be filed by the Company. The Form 8-K includes:
| (i) | the unaudited pro forma condensed combined statement of operations of the Company and Pangiam Ultimate Holdings, LLC (“Pangiam”) for the period ended September 30, 2024; and |
| (ii) | the unaudited pro forma condensed combined statement of operations of the Company and Pangiam for the period ended December 31, 2023, which update the unaudited pro forma condensed combined statement of operations of the Company and Pangiam for the period ended December 31, 2023 filed as Exhibit 99.2 to the Company’s Current Report on Form 8-K filed on March 27, 2023. |
| Item 9.01 | Financial Statements and Exhibits. |
Pro forma financial information
The unaudited pro forma condensed combined statement of operations of BigBear.ai Holdings, Inc. and Pangiam Ultimate Holdings, LLC for the periods ended December 31, 2023 and September 30, 2024, and the notes related thereto are attached hereto as Exhibit 99.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits:
| Exhibit |
Description | |
| 99.1 | Unaudited pro forma condensed combined statement of operations of BigBear.ai Holdings, Inc. and Pangiam Ultimate Holdings, LLC for the periods ended December 31, 2023 and September 30, 2024. | |
| 104 | Cover page interactive data file (embedded within the inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BigBear.ai Holdings, Inc. | ||||||
| Date: January 15, 2025 | By: | /s/ Sean Ricker | ||||
| Sean Ricker | ||||||
| Chief Accounting Officer | ||||||