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NASDAQ: AVAV AeroVironment Inc 8-K

AeroVironment appoints ManTech CFO Michael Ruppert to Board; director Burbage to retire

Filed August 7, 2026 · Period ending August 3, 2026 · ~1 min read

3 key changes 3 sections

Key Changes

  • medium

    Board expanded from nine to ten directors and appointed Michael D. Ruppert, EVP and CFO of ManTech, as Class II director effective August 5, 2026, bringing over 25 years of aerospace and defense financial leadership.

    Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →
  • low

    Director Charles Thomas Burbage will retire at the September 24, 2026 annual meeting after 13 years of service since 2013; retirement not due to any disagreement with the Company.

    Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →
  • low

    Ruppert will receive standard non-employee director compensation and entered into a standard indemnification agreement matching the form used for other directors.

    Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →

Summary

AeroVironment disclosed a planned Board transition, appointing Michael D. Ruppert as a new director effective August 5, 2026, while long-serving director Charles Thomas Burbage will retire at the September 2026 annual meeting. The Board expanded from nine to ten members to accommodate Ruppert, who brings over 25 years of financial and strategic experience in aerospace and defense as ManTech's current CFO.

Burbage has served on the Board since 2013 and sits on multiple committees; the filing explicitly states his retirement is not due to any disagreement with the Company. This is a routine governance matter with no immediate concerns for retail holders.

The addition of a sitting CFO from a peer defense contractor strengthens financial oversight as AeroVironment executes its growth strategy, while Burbage's planned departure after 13 years represents normal board refreshment. Both changes were disclosed in advance of the annual meeting, allowing shareholders visibility into the Board's composition before voting.

Section-by-Section Diff

Event · Exhibit 99.1

2 Added
Added Board appointment - Michael D. Ruppert medium

Added in current filing · view on EDGAR →

AeroVironment, Inc. (“AV”) (NASDAQ: AVAV) today announced that it has appointed Michael D. Ruppert to its Board of Directors, effective August 5, 2026. Mr. Ruppert brings more than 25 years of financial, strategic and corporate development experience in the aerospace and defense sector to AV. He has served as EVP and Chief Financial Officer of ManTech since 2023 where he leads ManTech’s financial planning and analysis, accounting, treasury, cash management, and acquisition strategy functions.

AeroVironment appointed Michael D. Ruppert to its Board of Directors effective August 5, 2026. Ruppert currently serves as EVP and CFO of ManTech, bringing over 25 years of financial and strategic experience in aerospace and defense. The company highlighted his financial leadership and industry expertise as valuable additions as AV executes its growth strategy.

Added Board retirement - Charles Thomas Burbage medium

Added in current filing · view on EDGAR →

The company also announced that Charles Thomas Burbage has informed the Board of his decision not to seek re-election and to retire from the Board at the company’s 2026 Annual Meeting of Stockholders. Mr. Burbage has served on AV’s Board since 2013 and currently serves on its Nominating and Corporate Governance, Compensation, and Executive Committees.

Director Charles Thomas Burbage will retire from the Board at the 2026 annual meeting after 13 years of service since 2013. Burbage currently serves on the Nominating and Corporate Governance, Compensation, and Executive Committees. The CEO thanked him for his contributions during a period of significant company growth and expansion.

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~400 words

Director Burbage retiring at 2026 annual meeting; Board appoints Michael Ruppert as new Class II director effective immediately.

2 Added
Added New director appointment medium

Added in current filing · verify on EDGAR →

On August 5, 2026, upon the recommendation of the Nominating and Corporate Governance Committee, the Board (i) increased the size of the board from nine (9) to ten (10) directors and (ii) appointed Michael Ruppert to the Board as a Class II director, effective immediately. The terms of the Company’s Class II directors, including Mr. Ruppert, expire at the Company’s 2026 Annual Meeting of Stockholders or upon the election and qualification of successor directors.

The Board expanded from nine to ten directors and appointed Michael Ruppert as a Class II director effective August 5, 2026. His term expires at the 2026 annual meeting unless he is re-elected. The appointment was made upon recommendation of the Nominating and Corporate Governance Committee.

Show 1 minor / wording change
Added Director retirement low

Added in current filing · verify on EDGAR →

On August 3, 2026, Charles Thomas Burbage, a member of the AeroVironment, Inc. (the “Company”) Board of Directors (the “Board”), notified the Board of his decision to retire from the Board effective upon the expiration of his current term and not stand for re-election as a director of the Company. Mr. Burbage will continue to serve as a director and as a member of the Board’s Nominating and Corporate Governance Committee, Compensation Committee and Executive Committee until the completion of his term, which will end at the start of the Company’s 2026 annual meeting of stockholders, anticipated to be held on September 24, 2026 (the “Annual Meeting”). Mr. Burbage’s decision not to stand for re-election was not due to any disagreement with the Company, its auditors or advisors on any matter relating to the Company or its operations, policies or practices.

Charles Thomas Burbage will retire from the Board at the 2026 annual meeting on September 24, 2026, after completing his current term. He will continue serving on the Nominating and Corporate Governance Committee, Compensation Committee, and Executive Committee until then. The filing explicitly states his retirement was not due to any disagreement with the Company.

Event · Item 7.01 — Regulation FD Disclosure

~100 words

Board member Burbage retiring; Ruppert appointed to fill vacancy effective immediately.

1 Added
Added Board retirement and appointment medium

Added in current filing · verify on EDGAR →

Mr. Burbage’s decision to retire and not stand for re-reelection to the Board at the Annual Meeting, and Mr. Ruppert’s appointment to the Board

A current board member, Mr. Burbage, has decided to retire and will not seek re-election at the upcoming Annual Meeting. The company has appointed Mr. Ruppert to the Board to fill the vacancy. This represents a planned transition in board composition.

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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 10, 2026 · How we verify