HawkEye 360, Inc.

Filing Date

May 6, 2026

Transaction Date

May 6, 2026

Accession Number

0001836585-26-000007

Form Type

3

Footnotes

1. (F1)These securities are owned directly by Razor's Edge Fund II, LP. Razor's Edge Ventures II, LLC is the general partner of Razor's Edge Fund II, LP. The reporting person is a managing member of Razor's Edge Ventures II, LLC and may be deemed to be the beneficial owner of the securities held by Razor's Edge Fund II, LP. The reporting person disclaims beneficial ownership of the securities held by Razor's Edge Fund II, LP except to the extent of his pecuniary interest therein.
2. (F2)These securities are owned directly by Razor's Edge Fund II-A, LP. Razor's Edge Ventures II, LLC is the general partner of Razor's Edge Fund II-A, LP. The reporting person is a managing member of Razor's Edge Ventures II, LLC and may be deemed to be the beneficial owner of the securities held by Razor's Edge Fund II-A, LP. The reporting person disclaims beneficial ownership of the securities held by Razor's Edge Fund II-A, LP except to the extent of his pecuniary interest therein.
3. (F3)These securities are owned directly by REII Sidecar 2, LLC. Razor's Edge Ventures II, LLC is the manager of REII Sidecar 2, LLC. The reporting person is a managing member of Razor's Edge Ventures II, LLC and may be deemed to be the beneficial owner of the securities held by REII Sidecar 2, LLC. The reporting person disclaims beneficial ownership of the securities held by REII Sidecar 2, LLC except to the extent of his pecuniary interest therein.
4. (F4)Each share of the Series A-2 Preferred Stock, Series A-3 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series D-1 Preferred Stock is convertible into shares of the Issuer's common stock on a 1-for-1 basis, at the holder's election, and will automatically convert into shares of the Issuer's common stock upon the closing of the Issuer's initial public offering (IPO) pursuant to their terms. The Series A-2 Preferred Stock, Series A-3 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series D-1 Preferred Stock have no expiration date.
5. (F5)The warrant to acquire Common Stock shall automatically net exercise into shares of the Issuer's common stock immediately prior to the closing of the IPO.