FORM10-Q_________________________________________________________ For the transition period from___________toCommission File Number:001-39560 ROCKET LAB USA, INC. (Exact Name of Registrant as Specified in its Charter)_________________________________________________________ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes x Noo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes o No x CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this Quarterly Report on Form 10-Q may constitute “forward-looking statements” for purposes of thefederal securities laws. The information included in this Quarterly Report on Form 10-Q has been provided by us and ourmanagement, and such forward-looking statements include statements relating to the expectations, hopes, beliefs, intentions orstrategies regarding the future of Rocket Lab USA, Inc. (the “Company”) and its management team. In addition, any statements thatrefer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, areforward-looking statements. The words “anticipate,” “believe,” “could,” “expect,” “intends,” “may,” “might,” “plan,” “potential,”“predict,” “project,” “should,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence ofthese words does not mean that a statement is not forward-looking. The forward-looking statements contained in this Quarterly Report •Our ability to effectively manage future growth and achieve operational efficiencies; •any inability of us to operate our Electron Launch Vehicle (“Electron”) at its anticipated launch rate, including due to anygovernment action related to launch failure and our ability to operate, could adversely impact our business, financial •our inability to develop our Neutron Launch Vehicle (“Neutron”) or significant delays in developing Neutron couldadversely impact our business, financial condition and results of operations; •our inability to utilize our launch pads at our private launch complex in Mahia, New Zealand or at NASA’s Wallops FlightFacility, at Wallops Island, Virginia with sufficient frequency to support our launch cadence and future related revenue •our spacecraft, space systems or space system components failing to operate as intended could have a material adverseeffect on our business, financial condition and results of operations; •changes in the competitive and highly regulated industries in which we operate, variations in operating performance acrosscompetitors, changes in laws and regulations affecting our business and changes in our capital structure; •changes in governmental policies, priorities, regulations, mandates or funding for programs in which we or our customersparticipate, which could negatively impact our business; •changes in trade policies, including tariffs; •loss of, or default by, one or more of our key customers or inability of customers to fund contractual commitments, whichcould result in a decline in future revenues, cancellation of contracted launches or space systems orders or termination or •the inability to comply with, and costs associated with complying, any applicable regulations, and specifically, U.S.government contract regulations, which could result in loss of contract opportunities, contract modifications or termination, •success in retaining or recruiting, or changes required in, officers, key employees or directors, and our ability to attract andretain key personnel, including Peter Beck, our President, Chief Executive Officer and Chairman; •defects in or failure of our products to operate in the expected manner, including any launch failure, which could result in aloss of revenue, impact our business, prospects and profitability, increase our insurance rates and damage our reputationand ability to obtain future customers; •inability or failure to protect intellectual property; •disruptions in the supply of key raw materials o