BlackSky Technology Inc-A美股招股说明书(2025-12-12版)

Up to $100,000,000Class A Common Stock BlackSky Technology Inc. has entered into a sales agreement, or Sales Agreement, with Deutsche Bank Securities Inc. andCraig‑Hallum Capital Group LLC, each a Sales Agent and together, the Sales Agents, dated as of December 12, 2025, relating to thesale of shares of our Class A common stock, or common stock, offered by this prospectus supplement and the accompanying baseprospectus. In accordance with the terms of the Sales Agreement, we may offer and sell shares of our common stock, par value$0.0001 per share, having an aggregate offering price of up to $100,000,000 pursuant to this prospectus supplement from time to timethrough the Sales Agents, acting as our sales agents. Our common stock is listed on The New York Stock Exchange, or the NYSE, under the symbol “BKSY.” On December 10, 2025,the last reported sale price of our common stock on the NYSE was $19.32 per share. Sales of our common stock, if any, under this prospectus supplement and the accompanying prospectus will be made in salesdeemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended, or the SecuritiesAct, including by means of ordinary brokers’ transactions on the NYSE at market prices, in block transactions, or as otherwise agreedwith the applicable Sales Agent, or by means of any other existing trading market for shares of our common stock or to or through amarket maker other than on an exchange. We will submit orders to only one Sales Agent at a time relating to the sale of shares of ourcommon stock under the Sales Agreement. The Sales Agents are not required to sell any specific amount of securities but will act asour sales agents using commercially reasonable efforts consistent with their normal trading and sales practices, on mutually agreedterms between the Sales Agents and us. There is no arrangement for funds to be received in any escrow, trust or similar arrangement. The compensation to the Sales Agents for sales of common stock sold pursuant to the Sales Agreement will be an amount up to3.0% of the gross proceeds of any shares of common stock sold under the Sales Agreement. In connection with the sale of the commonstock on our behalf, the Sales Agents may be deemed to be “underwriters” within the meaning of the Securities Act and thecompensation of the Sales Agents may be deemed to be underwriting commissions or discounts. We have also agreed to provideindemnification and contribution to the Sales Agents with respect to certain liabilities, including liabilities under the Securities Act orthe Securities Exchange Act of 1934, as amended, or the Exchange Act. We are a “smaller reporting company,” as defined under the federal securities laws, and, as such, may elect to comply withcertain reduced public company reporting requirements for future filings. Investing in our common stock involves a high degree of risk. Please read the information contained in and incorporatedby reference under the heading “Risk Factors” beginning on pageS-7of this prospectus supplement, and in any similar sectioncontained in or incorporated by reference into this prospectus supplement and accompanying prospectus. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved ofthese securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Anyrepresentation to the contrary is a criminal offense. Deutsche Bank Securities Craig-Hallum The date of this prospectus supplement is December 12, 2025. TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSPROSPECTUS SUPPLEMENT SUMMARYTHE OFFERINGRISK FACTORSUSE OF PROCEEDSDIVIDEND POLICYDILUTIONPLAN OF DISTRIBUTIONLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION BY REFERENCE Prospectus ABOUT THIS PROSPECTUSTHE COMPANYRISK FACTORSCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSUSE OF PROCEEDSDESCRIPTION OF SECURITIESDESCRIPTION OF DEBT SECURITIESDESCRIPTION OF DEPOSITARY SHARESDESCRIPTION OF WARRANTSDESCRIPTION OF SUBSCRIPTION RIGHTSDESCRIPTION OF PURCHASE CONTRACTSDESCRIPTION OF UNITSPLAN OF DISTRIBUTIONLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION BY REFERENCE ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus, dated November 26, 2025, are part of a registration statement onForm S-3 that we filed with the Securities and Exchange Commission, or SEC, using the “shelf” registration process. Under this shelfregistration process, we may from time to time offer shares of our common stock having an aggregate offering price of up to$100,000,000 under this prospectus supplement at prices and on terms to be determined by market conditions at the time of each suchoffering. We are providing information to you about this offering of our common stock in two parts. T