bigbear.ai -- spac accounting restatement
published: February 22, 2026 •
on this page
case overview
| Case | Securities class action |
| Court | Federal court |
| Filed | April 2025 |
| Class Period | March 31, 2022 — March 25, 2025 |
| Stock Drops | -15%, then -9% |
| Status | Active |
allegations
bigbear.ai, which went public via spac merger with gigcapital4, maintained deficient accounting review policies. the company:
- misstated convertible notes: incorrectly determined that the conversion option within its $200 million 2026 convertible notes qualified for a derivative scope exception
- required restatement: financial statements since fiscal year 2021 required restatement
- material weakness: disclosed a material weakness in internal control over financial reporting
on march 18, 2025, the company delayed filing its 2024 10-k and disclosed that previously issued financial statements should no longer be relied upon (stock -15%). on march 25, 2025, the restated 10-k disclosed the material weakness (stock -9%).
sources
last updated: february 22, 2026