A single-segment aviation aftermarket company, VSE distributes aircraft parts and performs maintenance, repair, and overhaul (MRO) work on components and engine accessories for commercial airlines, business and general aviation operators, and air cargo carriers. It has agreed to acquire Precision Aviation Group in a deal expected to close in 2026. After selling its Fleet and Federal and Defense segments, VSE now focuses entirely on aviation.
At the May 7, 2026 Annual Meeting, all eight director nominees were elected, with votes ranging from 22,862,526 to 24,815,727 in favor.
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Stockholders ratified Grant Thornton LLP as independent registered public accounting firm for 2026, with 26,177,917 votes for and 24,941 against.
The non-binding advisory vote on executive compensation was approved with 19,719,357 votes for and 5,421,818 against.
The amendment to the Certificate of Incorporation authorizing blank check preferred stock was approved with 21,080,048 votes for and 4,068,006 against.
The Board declared a quarterly cash dividend of $0.10 per share, payable July 29, 2026, to stockholders of record on July 15, 2026.
5.07 Submission of Matters to a Vote of Security Holders · 8.01 Other Events · 9.01 Financial Statements and Exhibits
VSE completes $2.025B acquisition of Precision Aviation Group
VSE Corporation completed the acquisition of all capital stock of PAG HoldCo (parent of Precision Aviation Group) from GenNx360 PAG Buyer, LLC on May 5, 2026.
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Total up-front consideration was $2.025 billion, comprising $1.75 billion in cash and approximately $275 million in newly issued Rollover Purchaser Shares, plus up to $125 million in contingent earnout based on 2026 profitability targets.
The acquisition was funded with net proceeds from VSE's February 2026 equity offerings and a new $900 million Term Loan B facility, along with an upsized revolving credit facility from $400 million to $500 million.
The combined company operates 61 locations across 8 countries, including 48 repair facilities and 11 distribution centers, and is expected to be immediately accretive to VSE's Adjusted EBITDA margins.
VSE issued a press release on May 5, 2026, and filed audited PAG financial statements and pro forma combined financial information as exhibits.
1.01 Entry into a Material Definitive Agreement · 2.01 Completion of Acquisition or Disposition of Assets · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Earnings8-K
VSE Corporation reports record Q1 2026 revenue of $324.6 million, up 26.8% year-over-year.
GAAP net income from continuing operations was $29.1 million, up 108.0% from Q1 2025.
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Adjusted EBITDA was $55.4 million, up 37.4%, with adjusted EBITDA margin of 17.1%.
Adjusted EPS (diluted) was $1.17, up 50.0% from $0.78 in Q1 2025.
On May 5, 2026, VSE completed the acquisition of Precision Aviation Group for $2.025 billion in cash and equity.
Full year 2026 revenue growth guidance raised to 57%-61% and adjusted EBITDA margin to 18.1%-18.5% due to PAG acquisition.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
VSE Corporation reports record Q4 and full-year 2025 results, surpassing $1 billion in aviation revenue.
Q4 2025 total revenues were $301.2 million, up 32% year-over-year; GAAP net income was $22.3 million, up 114%; GAAP diluted EPS was $0.98, up 92%.
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Full-year 2025 total revenues were $1.1 billion, up 41%; GAAP net income was $53.5 million, up 176%; GAAP diluted EPS was $2.52, up 133%.
Adjusted EBITDA for Q4 2025 was $51.8 million, up 55%; full-year adjusted EBITDA was $182.9 million, up 56%.
The company issued 2026 consolidated guidance (excluding PAG acquisition) of 19% to 23% revenue growth and adjusted EBITDA margin of 16.8% to 17.3%.
VSE announced a definitive agreement to acquire Precision Aviation Group (PAG), expected to close in Q2 2026, with PAG's 2025 adjusted revenue estimated at approximately $615 million and adjusted EBITDA margin greater than 20%.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
VSE Corporation closes offering of 9.2 million tangible equity units, raising ~$446.2 million
On February 2, 2026, VSE Corporation entered into an underwriting agreement with Jefferies LLC and RBC Capital Markets, LLC to sell 8,000,000 tangible equity units at $50.00 per unit, with an option for 1,200,000 additional units.
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The underwriters exercised the option in full on February 3, 2026, and the offering closed on February 5, 2026, with 9,200,000 units issued.
Each unit consists of a prepaid stock purchase contract and an amortizing note with an initial principal amount of $7.8225, paying quarterly installments equivalent to 5.750% per year on the $50.00 stated amount.
Net proceeds from the offering were approximately $446.2 million, intended to fund a portion of the cash consideration for the previously announced acquisition of PAG HoldCo (Precision Aviation Group).
The units are expected to begin trading on The Nasdaq Global Select Market under the symbol 'VSECU' on February 5, 2026.
1.01 Entry into a Material Definitive Agreement · 9.01 Financial Statements and Exhibits