Form 8-K

8-K — Bridger Aerospace Group Holdings, Inc.

Accession: 0001941536-26-000031

Filed: 2026-10-27

Period: 2026-10-22

CIK: 0001941536

SIC: 7389 (SERVICES-BUSINESS SERVICES, NEC)

Item: Entry into a Material Definitive Agreement

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — baer-20261022.htm (Primary)

EX-99.1 (pressreleaseoct2726.htm)

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8-K

8-K (Primary)

Filename: baer-20261022.htm · Sequence: 1

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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): October 22, 2026

________________________________________________________

Bridger Aerospace Group Holdings, Inc.

(Exact name of registrant as specified in its charter)

________________________________________________________

Delaware 001-41603 88-3599336

(State or other jurisdiction

of incorporation) (Commission

File Number) (IRS Employer

Identification No.)

90 Aviation Lane

Belgrade MT 59714

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (406) 813-0079

________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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

Common Stock, par value $0.0001 per share BAER The Nasdaq Stock Market LLC

Warrants, each exercisable for one share of Common Stock at an exercise price of $11.50 per share BAERW 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 x

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. o

Item 1.01 Entry into a Material Definitive Agreement.

On October 22, 2026, Bridger Aerospace Group, LLC (“Bridger”), a wholly owned subsidiary of Bridger Aerospace Group Holdings, Inc. (the “Company”), entered into an Aircraft Services Agreement (the “Agreement”) with Bridgeporth Ltd. (“Bridgeporth”), a private company limited by shares incorporated in England and Wales and an operating subsidiary of Metatek-Group Ltd. (TSX: MTEK), pursuant to which Bridger will provide dedicated aircraft availability, modification, maintenance and operational services in support of Bridgeporth’s global airborne geophysical sensor survey operations.

Under the Agreement, Bridger will modify, operate and maintain a fleet of three Basler BT-67 turbine-converted aircraft, each configured to Bridgeporth’s specifications to support onboard sensor and mission equipment. Each aircraft carries an initial term of five years commencing upon the date on which delivery by the former owner of a Bridger-owned aircraft or the lessor of a Bridger-leased aircraft, respectively, and acceptance of such aircraft by Bridger is completed. The term of the Agreement automatically renews for an additional five-year term unless either party provides timely notice of non-renewal. Bridgeporth has committed to minimum annual utilization levels per aircraft, with shortfall payments payable to Bridger if actual utilization falls below the committed minimum, in addition to fixed monthly fees and usage-based flight-hour charges payable throughout the term, subject to specified escalation and price-adjustment provisions. Bridger has committed to make each aircraft available for Bridgeporth mission tasking at a minimum availability rate of 80% on a rolling twelve-month basis, subject to specified exclusions.

The Agreement includes customary provisions regarding indemnification, insurance and risk allocation between the parties, financial assurance covenants applicable to Bridgeporth, confidentiality, export control and sanctions compliance, anti-corruption compliance and termination rights, including termination for uncured material breach, insolvency and other specified events. The Agreement requires Bridgeporth to cause Metatek-Group Ltd. to provide an unconditional and irrevocable guaranty of Bridgeporth’s payment obligations under the Agreement.

The Agreement has an estimated total revenue potential of up to $183 million (over the life of the Agreement, assuming full commitment and induction of all three aircraft and exercise of each additional renewal term), which aggregate amount reflects (i) anticipated fees during a modification and certification period for each aircraft and (ii) monthly availability fees and minimum annual flight-hour commitments across all three aircraft during their five-year initial terms and additional five-year terms. This estimated aggregate value constitutes a forward-looking statement within the meaning of the federal securities laws. Actual results may differ materially from this estimate depending on, among other things, the timing and completion of aircraft modifications and certifications, Bridgeporth’s commitment and induction of all three aircraft, actual flight-hour utilization, exercise of the additional five-year term with respect to each aircraft, and the other risks and uncertainties described in the Company’s filings with the SEC.

The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026 and incorporated herein by reference upon such filing.

Item 7.01 Regulation FD Disclosure.

On October 27, 2026, the Company issued a press release announcing the Agreement. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information furnished pursuant to 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, or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01

Financial Statements and Exhibits.

Exhibit No. Description

99.1

Press Release, dated October 27, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

BRIDGER AEROSPACE GROUP HOLDINGS, INC.

Dated: October 27, 2026 By: /s/ Justin D. Mogford

Justin D. Mogford

General Counsel and Corporate Secretary

EX-99.1

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pressreleaseoct2726

Exhibit 99.1 Bridger Aerospace and Metatek Group Enter into Long-Term Aircraft Services Agreement to Support Global Geophysical Surveying Agreement provides for dedicated deployment of three Basler BT-67 special mission aircraft configured with advanced sensor technology Establishes long-term, year-round recurring work for Bridger to support Metatek’s global customers and service offerings BELGRADE, Mont., Oct. 27, 2026 (GLOBE NEWSWIRE) -- Bridger Aerospace Group Holdings, Inc. ("Bridger," "Bridger Aerospace" or the "Company") (NASDAQ: BAER, BAERW), one of the nation's leading aerial firefighting companies, today announced it has entered into an Aircraft Services Agreement (the "Agreement") with Metatek Group Ltd. ("Metatek") (TSX: MTEK), a global leader in airborne geophysical survey and sensor technology. Bridger will provide dedicated aircraft availability, modification, maintenance, and operational services in support of Metatek’s global airborne geophysical sensor survey operations. Under the Agreement, Bridger will modify, operate, and maintain a fleet of three Basler BT- 67 turbine-converted aircraft, each configured to Metatek’s specifications to support onboard sensor and mission equipment. Each aircraft carries an initial five-year term, automatically extended for an additional five years unless either party provides timely notice of non- renewal. Based on the contractual terms applicable to the first aircraft, the Company estimates that the Agreement may generate aggregate gross revenue attributable to that aircraft of approximately $58 million over its initial five-year term and assumed five-year extension. This estimate comprises aircraft modification fees, fixed monthly availability fees, and flight- hour charges at contractually committed minimum utilization levels. It assumes full commitment, timely induction of the first aircraft, and continuation through the extension term. The estimate represents aggregate revenue across these services over the assumed ten-year period. For Metatek, the Agreement provides an integrated aviation service covering aircraft availability, modification, maintenance, and operational support—functions it would otherwise need to fund in providing equivalent aircraft capacity. The aircraft will also be equipped for cold-weather operations, enabling Metatek to pursue survey opportunities in markets it has previously been unable to target with its existing aircraft. "This agreement marks a transformational milestone in Bridger's strategy to build diversified,

durable revenue streams beyond wildfire suppression and expand into long-term, recurring global operations," said Sam Davis, President and Chief Executive Officer of Bridger Aerospace. "Metatek is recognized worldwide for its technical leadership, and we are proud to serve as their dedicated aviation partner. By combining their advanced sensor technology with Bridger's aviation expertise, we are creating a highly differentiated platform that will serve long-term global customers with innovative technology and aviation solutions.” “Metatek needs dependable aviation capacity to support its existing operations and, with additional eFTG systems from Lockheed Martin on order, its next phase of growth,” said Dr Mark Davies, Chief Executive Officer of Metatek. “Bridger’s established, certified operations and experience in austere environments provide the dedicated aircraft, maintenance and operational support to help us improve reliability, streamline mobilisation and increase productive survey time. This agreement supports our progress towards our target of 70% operational utilisation, enabling us to generate more revenue from our instruments and strengthen project economics. It also allows us to scale without taking on the capital investment, overhead and complexity of building a larger aviation operation within Metatek, keeping our resources focused on geophysical technology and delivering for our customers.” Bridger Aerospace will be responsible for sensor and mission systems integration required for the program, from initial engineering and modification through certification of the finished aircraft. The program combines Metatek's advanced geophysical technology and international survey operations with Bridger Aerospace's aviation, engineering, certification, and special- mission capabilities, creating a dedicated aviation platform designed to support Metatek's expanding survey program across multiple international markets. The first missionized BT- 67 aircraft is expected to enter service in 2027, subject to required modifications and certifications. About Bridger Aerospace Based in Belgrade, Montana, Bridger Aerospace Group Holdings, Inc. is one of the nation's largest aerial firefighting companies. Bridger provides aerial firefighting and wildfire management services to federal and state government agencies, including the United States Forest Service, across the nation, as well as internationally. More information about Bridger Aerospace is available at https://www.bridgeraerospace.com. About Metatek Metatek (http://www.metatek-group.com) is a global geophysical services company providing high-definition mapping of subsurface strategic and critical mineral natural resources, energy (including hydrocarbons), helium and hydrogen, for exploration and development. Unlike traditional exploration companies, Metatek delivers rapid data acquisition, processing and scientific interpretation across air, land, and sea environments. Metatek supports national energy security and helps accelerate the discovery of hydrocarbons, minerals essential for sustainable power, such as lithium, nickel, and copper, as well as identifying reservoirs for natural hydrogen and geothermal energy. Investor Contact

Tom Cook BridgerAerospaceIR@icrinc.com Media Contact Devin Johnson Bridger Aerospace 406-919-5980 d.johnson@bridgeraerospace.com Forward Looking Statements Certain statements in this press release are “forward-looking statements” within the meaning of the federal securities laws, including statements regarding the expected financial and operational benefits from the Agreement and the Company’s relationship with Metatek, including the estimated long-term aggregate revenue opportunity; performance, capabilities, benefits and value of the technology integration announced in this press release; the anticipated modification, certification and entry into service of each aircraft; and Bridger’s future business, operations and financial performance. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “project,” “forecast,” “predict,” “poised,” “positioned,” “potential,” “seem,” “seek,” “future,” “outlook,” “target,” and similar expressions. These forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. These risks and uncertainties include, among others, inability to obtain aircraft; inability to complete required certifications; risks relating to the successful development, implementation and maintenance of the integration between Bridger’s and Metatek’s technologies; continued collaboration between the parties; technology performance, functionality, data transmission capabilities, customer acceptance and regulatory approvals; inability to realize projected revenues; risks associated with international operations; the failure of either party to exercise the available extension term with respect to any aircraft; competitive, financial, operational and economic conditions; and the other risks described in Bridger’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including the Annual Report for the fiscal year ended December 31, 2025, which was filed with the SEC on March 6, 2026, the Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, which was filed with the SEC on August 6, 2026, recent Current Reports on Form 8-K and subsequent filings made by Bridger with the SEC from time to time. Forward-looking statements reflect Bridger’s expectations, plans or forecasts of future events and views as of the date of this press release. Subsequent events and developments may cause Bridger’s views, expectations or assessments to change. Bridger may elect to update these forward-looking statements at some point in the future, but Bridger specifically disclaims any obligation to do so. These forward-looking statements speak only as of the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements contained in this press release.

Source: Bridger Aerospace Group Holdings, Inc.

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