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10-K2026-03-19· merged:deepseek-v4-flash

LUNR · Intuitive Machines, Inc.

0001628280-26-019865

SEC filing

Summary

Revenue fell 8% to $210.1M driven by OMES III decline, offset by CLPS and NSN growth; net loss improved to $106.8M.

Key takeaways

Full analysis

Business

Company Overview

Intuitive Machines, Inc. describes itself as a space infrastructure and services company focused on enabling sustained infrastructure and human activity beyond Earth. The Company builds spacecraft, connects space-based networks, and operates infrastructure as-a-service that supports operations across low Earth orbit (LEO), geostationary orbit (GEO), cislunar space, and deep-space. The Company believes the United States is transitioning from episodic space missions to long-duration operations and persistent presence, and it is building the systems and services required to support this evolution across civil, national security, and commercial markets.

Reporting Segments

The Company does not report financial results by segment in the Business section. However, it organizes its operating model around three integrated capabilities: Build, Connect, and Operate. Build encompasses designing, manufacturing, and delivering spacecraft, landers, satellites, surface systems, propulsion, and avionics. Connect involves integrating deployed assets into communications, navigation, command and control, and data relay networks. Operate includes providing mission operations, hosted payload services, data services, navigation and timing capabilities, and other infrastructure-based offerings. The Company states that these build contracts generate the majority of its near-term revenue and provide the foundation for subsequent network integration and operational services.

Products & Platforms

The Company's product portfolio includes several named spacecraft platforms and systems. These include the IM 300, IM 500, and IM 1300 spacecraft series, as well as the 1300-class and 500-class spacecraft platforms. The 1300-class platform is described as the world's most popular GEO satellite with over 95 spacecraft still operational. The Company also highlights the JUPITER 3 satellite, built for Hughes Network Systems, as the world's largest commercial communications satellite built in the U.S. Other platforms include the Lunar Terrain Vehicle (LTV), the Gateway Power and Propulsion Element (PPE), and the Lanteris 300 TM and Lanteris 1300 TM satellite buses.

Go-To-Market & Customers

The Company's sales organization operates directly and via an extensive customer and partner network spanning North America, South America, Europe, Asia, and Australia. The partner network includes rideshare delivery providers, lunar surface mobility providers, payload providers, communication satellite providers, and ground segment providers. Key customers include NASA, the Space Development Agency (SDA), the Missile Defense Agency, and the U.S. Department of Defense. Commercial customers on lunar cargo delivery missions include Columbia Sportswear Company, Nokia Corporation, Aegis Aerospace, AstroForge, Jeff Koons, International Lunar Observatory Association, Galactic Legacy Labs, Lonestar Data Holdings, and Lunar Outpost. International customers include national space agencies in Europe and Asia, as well as Dymon Corporation, Puli Space, and German Aerospace Center.

Competition

The Company faces competition from both incumbents and next-generation players. Incumbents such as Lockheed Martin and Blue Origin pursue larger, more complex contracts such as crewed lunar missions. Competitors on the CLPS contract include Astrobotic and Firefly Aerospace. Competitors for the LTVS program include Lunar Outpost and Astrolab Venturi. Competitors for the NSN contract include Kongsberg Satellite Services (KSAT), Swedish Space Corporation (SSC), and Telespazio. For Lanteris, competitors for civil space missions include BAE Systems, Blue Origin, Boeing, Lockheed Martin, Northrop Grumman, SpaceX, and Voyager. For national security and defense opportunities, competitors include BAE Systems, K2 Space, Lockheed Martin, Millennium Space Systems, Northrop Grumman, Rocket Lab, and York Space Systems. For commercial geostationary satellite construction, primary competitors are Airbus, Astranis, Northrop Grumman, and ThalesAlenia Space.

Strategy

The Company's strategy is built on several pillars. First, it aims to evolve space activity from single-mission execution toward continuously operating infrastructure by combining spacecraft delivery with network connectivity and long-term operations. Second, it pursues a Moon-First Strategy, initially focusing on the Moon and cislunar space where U.S. civil and national security policy, funding, and urgency are converging. Third, the Company emphasizes Growth Through Operations and Services, transitioning from milestone-based mission delivery to service-based offerings that may support more predictable, recurring revenue and higher margins over time. The Company believes the Lanteris acquisition will help accelerate these growth opportunities.

Human Capital

As of December 31, 2025, the Company had 525 employees throughout its operations, including employees added through the acquisition of KinetX on October 1, 2025. Following the Lanteris acquisition on January 13, 2026, the Company had approximately 1,695 employees across its combined operations. The workforce is composed primarily of engineers, scientists, technicians, and business professionals who support the delivery of end-to-end mission solutions for civil, commercial, and national security customers. The Company's human capital management approach is grounded in its core RIDE values of Respect, Integrity, Dedication, and Excellence.

Period Performance

Period Performance

For the year ended December 31, 2025, total revenues decreased by $17.9 million, or 8%, to $210.1 million from $228.0 million in 2024. The decline was primarily driven by a $71.9 million reduction in the OMES III contract due to NASA's cancellation of the OSAM project, and a $5.6 million decrease on the LTV contract which was completed in the second quarter of 2025. These headwinds were partially offset by a $25.3 million increase in CLPS mission contracts (notably IM-4 which contributed $37.0 million vs. $2.4 million in the prior year) and $16.8 million from the new NSN contract, alongside $17.5 million from various other engineering services. Cost of revenue (excluding D&A) declined by 11% to $201.1 million, reflecting lower OMES III costs (-$68.4 million) and LTV costs (-$2.7 million), partially offset by increased mission costs ($23.8 million) and NSN costs ($11.2 million). Operating loss widened to $87.2 million from $57.4 million, driven by a $39.4 million increase in G&A expense due to workforce investments, professional fees, R&D, and bad debt. Net loss improved by $240.1 million to $106.8 million, largely due to favorable changes in warrant and earn-out fair values and the absence of a $93.1 million loss on issuance of securities. Adjusted EBITDA deteriorated to -$64.2 million from -$41.7 million as higher G&A and R&D outpaced operating leverage.

Segment Dynamics

The MD&A does not report segment-level P&L but provides revenue drivers across key contracts. OMES III, historically the largest revenue contributor, contracted sharply as the OSAM project ended, though the contract continues under the Landsat Servicing mission. CLPS missions (IM-1, IM-2, IM-3, IM-4) showed mixed performance: IM-1 and IM-2 are closed; IM-3 activity increased with $3.7 million higher revenue, but the contract entered a loss position with an accrued loss increase of $7.6 million; IM-4 ramped significantly but also became a loss contract with $1.4 million in accrued losses. The NSN contract generated $16.8 million in incremental revenue in its initial phase. The LTV contract ended in Q2 2025. The company is pivoting toward higher-margin data services and infrastructure, but near-term margins remain pressured by early-stage investments.

Forward View

Management's outlook focuses on expanding lunar missions and data network services. Backlog of $213.1 million as of December 31, 2025, provides visibility, with 60-65% expected to be recognized in 2026 and most of the remainder in 2027. The company completed strategic acquisitions (KinetX in October 2025 and Lanteris in January 2026) to strengthen navigation and spacecraft manufacturing capabilities. Liquidity was bolstered by $345.0 million in Convertible Notes (net proceeds $334.6 million), $176.6 million from warrant exercises, and a subsequent $175.0 million equity raise in February 2026. Management believes cash and equivalents of $582.6 million plus these additional inflows will fund operations for at least twelve months. Key risks include continued cost overruns on loss contracts (IM-3, IM-4), potential U.S. government shutdowns, and supply chain/tariff impacts, though the company expects no material near-term effect. Strategic priorities include improving profit margins through operating leverage, scaling the lunar data network, and winning new government contracts.

Notes & Operating Detail

Balance Sheet & Liquidity

As of December 31, 2025, Intuitive Machines held $582.6 million in cash and cash equivalents, a significant increase from $207.6 million at year-end 2024. Total assets grew to $757.2 million from $355.4 million, driven by the cash raise and the KinetX acquisition. The company's working capital position was $494.0 million. Total debt stood at $335.3 million, net of unamortized discount and issuance costs, reflecting the August 2025 issuance of $345.0 million in 2.500% convertible senior notes due 2030. Shareholders' deficit improved to -$754.4 million from -$1.0 billion, primarily due to the net loss and remeasurement of redeemable noncontrolling interests.

Commitments & Contractual Obligations

The Notes disclose total contract liabilities of $63.7 million as of December 31, 2025, comprising $51.6 million in deferred revenue and $7.4 million in contract loss provisions, plus $4.7 million in accrued launch costs. Remaining performance obligations (firm orders) totaled $102.8 million, with 60-65% expected to be recognized over the next 12 months. The company also has operating lease obligations of $91.6 million in undiscounted future payments, with $12.6 million due in 2026. No specific purchase commitments for inventory or capacity were disclosed.

Capital Allocation (buybacks, dividends, debt, capex)

In February 2025, the company repurchased 941,080 shares of Class A common stock for $20.7 million in connection with a warrant redemption. No dividends were paid or declared. The company issued $345.0 million in convertible notes, using $36.8 million to purchase capped call transactions. Capital expenditures totaled $41.6 million for the year, primarily for communications satellites and ground network assets. The company also spent $14.9 million on business acquisitions (KinetX), net of cash acquired.

Segment / Geographic Mix (if disclosed at note level)

The company operates as a single reportable segment. No segment-level financial data is provided in the Notes. Revenue is disaggregated by contract type: fixed-price ($120.3M, 57%), cost-reimbursable ($80.1M, 38%), time-and-materials ($6.7M, 3%), and grant revenue ($2.9M, 2%). One customer accounted for 78% of total revenue in 2025.

Risk Factors

Integration & Growth Risks

The acquisition of Lanteris (closed Jan 13, 2026) is a central new risk. The integration of ~1,170 employees and a $250M orbital receivables facility pose significant operational and financial challenges. Management attention is diverted, and there is no assurance of realizing anticipated benefits. The company's limited operating history compounds these difficulties.

Customer Concentration & Government Dependency

Revenue concentration is extreme: 78% in 2025 and 90% in 2024 from a single major customer (implicitly NASA). Any default, delay, or policy shift could severely impact revenue. U.S. government contracts are subject to appropriations, termination for convenience, and audits (e.g., the DOJ investigation into Lanteris' cybersecurity compliance). Budget uncertainties and potential government shutdowns amplify this risk.

Operational & Technical Risks

The IM-2 mission landing anomalies highlight inherent risks in lunar operations. Launch delays, satellite failures, and supplier disruptions are common. The company relies on a single launch provider, and any failure could destroy payloads. The use of explosive materials and complex technologies adds safety and liability concerns.

Financial & Capital Structure

The company has a history of net operating losses and may need additional capital. The convertible notes and capped call transactions introduce dilution and liquidity risks. The Tax Receivable Agreement could require substantial cash payments, especially upon a change of control. Pension obligations from Lanteris also present potential volatility.

Competitive & Market Risks

Intense competition from established players (Boeing, Lockheed, Northrop) and emerging low-cost providers in both satellite manufacturing and lunar services. The commercial space market is still emerging and may not grow as expected. The satellite manufacturing cycle is lumpy, and the 1300-class bus market may decline.

Regulatory & Cybersecurity Risks

Export controls (ITAR/EAR), cybersecurity regulations (CMMC), and open source software risks require ongoing compliance. The company does not maintain cybersecurity insurance, exposing it to direct costs from breaches. The DOJ investigation into Lanteris could result in penalties, though indemnification from the seller may mitigate some losses.

Cash Flow Quality

Cash Flow Quality

Operating cash flow (CFO) of $47.5 million in 2025 marked a significant turnaround from negative $62.5 million in 2024, despite a net loss of $106.8 million. The divergence between CFO and net income is largely explained by non-cash charges: $33.4 million in fair value losses on earn-out liabilities, $8.4 million gain on warrant liabilities, $3.6 million depreciation/amortization, and $1.9 million contingent consideration changes. Working capital provided a net $33.9 million inflow, driven by a $32.6 million decrease in contract assets and a $22.4 million decrease in contract liabilities, partially offset by a $32.6 million increase in trade receivables.

Capital expenditures (capex) of $48.7 million (up from $14.3 million) consumed all CFO, resulting in negative free cash flow of approximately $1.2 million. Financing activities provided $376.1 million, primarily from $335.3 million in long-term debt issuance and $47.5 million from stock option exercises, offset by $20.7 million in treasury stock repurchases. No dividends were paid.

Anomalies: The large swing in contract assets and liabilities reflects project milestone timing. The company also recorded $3.9 million in income tax expense, a cash outflow of $3.9 million, versus a nominal $37,000 in 2024.