Karman Holdings Inc.NYSE: KRMN

Space & Defense Expands into High-Priority Maritime Defense Market with Definitive Agreement to Acquire Seemann Composites and Materials Sciences Presentation

· Issued by Karman Holdings Inc.

Karman Space G Defense

to Acquire Seemann Composites and Materials Sciences

January 21, 2026

Tony Koblinski

Chief Executive Officer

Mike Willis

Chief Financial Officer

Jonathan Beaudoin

Chief Operating Officer

Steven Gitlin

Vice President Investor Relations

Sid Charbonnet

President, Seemann Composites



Today's Agenda

Karman's differentiated market position and proven success with strategic additions strengthen our competitive moat and drive generational growth

1

Overview of Seemann Composites and Material Sciences

2

Financial update on our continued strong growth and industry-leading margins

3

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©2026 Karman Space & Defense 3



Transaction Summary for Seemann Composites G MSC

Overview

  • Acquisition of Seemann Composites, LLC ("Seemann") and Materials Sciences LLC ("MSC"), leaders in specialty maritime defense technologies

  • Transaction expected to close in Ǫ1 2026, subject to regulatory approvals and customary closing conditions

  • Anticipated integration completion in Ǫ4 2026

Consideration

  • Transaction consideration of $220 million

    • $210 million in cash

    • Approximately $10 million in equity, payable in KRMN common stock

  • Expected LTM Net Leverage Ratio at Year End 2026: ~3.0x Adjusted EBITDA

Expected Strategic and Financial Benefits

  • Significantly deepens Karman's advanced materials IP portfolio and adds a talented material science team focused on next-generation materials and resin system design, which can be leveraged across all the Company's end-markets

  • Significantly expands Karman's exposure to the DOW's highest priority naval programs, including submarine, USV/UUV and tactical surface vessels, which provides accelerated long-term growth and visibility to drive shareholder value

  • Immediately accretive to Karman across major financial metrics, including revenue growth, funded backlog, EBITDA, earnings per share and cash flow

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T O N Y KO B L I N K S I

Karman Strategy and Acquisition Philosophy

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Chief Executive Officer



5



Our High Priority Markets

Hypersonics G Strategic Missile Defense

Tactical Missiles G Integrated Defense Systems

Maritime Defense Systems

Space G Launch



Karman's Strategy is to Deliver Advanced Systems for Next Generation Propulsion and Shielding Applications Serving the Country's Highest Priority National Security Interests From Deep Sea to Deep Space

Hypersonics G Strategic Deterrence Missiles

UAS / C-UAS G

Loitering Munitions

Submarine, Surface Vessels G Autonomous Maritime

Launch Vehicles, Rocket Engines G Space Payloads

Key Market Characteristics

Complex Environments that Require

Design Engineering & IP-Enabled Solutions

Fragmented Supply Chains that Need a Scaled, Tier 1 Partner

Critical Domains for Modern Threat Environment and Near-Peer Adversaries

Most Well Funded DoW Markets with Decades of Sustained Growth



Key Karman Differentiators

System-Level Design

Engineering Capabilities

Embedded Proprietary Products and 40+ Years of Proven IP and Performance

Vertically Integrated with Full Suite of Manufacturing Capability

Well-Invested Tier 1 Supplier with

Track Record of Operational Excellence

Example Propulsion Products Example Shielding Products



Rocket Motor Nozzle

Launcher & SRM

Liquid Nozzle Liner

Propulsor Ducts

Deployable Shroud

Separation Energetics

Heat Shield

Bow Dome

Strategic Deterrence

One-Way UAS

Rocket Engine

Submarine

Hypersonics

Interceptor

Rocket Booster

Submarine



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Karman provides agility and speed, rapidly delivering better technology for the most challenging environments

©2026 Karman Space & Defense 6

Strategic Acquisitions Have Enhanced Our Unique Position

MGA Philosophy Acquisitions Since IPO Acquisition Results

Well Defined Acquisition Priorities G Strategic MGA Roadmap:

  • Proprietary Products

  • Advanced Design Engineering

  • Niche Manufacturing Capabilities

  • Vertical Integration Opportunities

  • High-Growth Programmatic Positions

    Rapidly Developing & Delivering Advanced Systems for Next-Gen Propulsion and Shielding Applications from Deep Sea to Deep Space

    Acquisitions Consistently Create Incremental Opportunities to Accelerate Growth:

  • Complementary IP-Rich Products

  • New Products C Tech for Cross-Sell

  • Vertical Integration C In-Sourcing

  • Expanded Breadth of Capability

  • Accretive to Major Financial Metrics

    Market:

    IP:

    Strategic Missile Deterrence

    Proprietary Refractory Alloy Mfg.

    Market: IP:

    Loitering Munitions C C-UAS Prop. Propellant Formulations

  • Complementary Program Positions

  • Aligned Culture

    Common Situational Characteristics:

  • Proprietary Transactions

  • Founder or Family Owned

  • Existing Karman Relationships

    Capability:

    Products:

    Market: IP:

    Capability: Products:

    Hot Forging, Additive, Forming

    Shape Charges and Actuation

    Space Propulsion Engines Patented Inconel Manufacturing 3D Print C Spin Form Machining Engine Nozzles, Fuel Systems

    Capability: Products:

    Market: IP:

    Capability: Products:

    UAS Launch Motor Design C Mfg. Tactical Boost Motors

    ISP Tactical Boost Motor

    Karman Launcher System

Submarine C Maritime Design IP, Proprietary Resins AFP, Weaving, Adv, Materials Propulsors, Sonar Shielding

Strategic acquisitions to date have expanded Karman's unique competitive moat and accelerated growth across our high priority markets

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Karman is a "Pure-Play" Supplier to the DoW's Highest Priority Initiatives

"Hypersonics G Strategic Missile Defense"

"Tactical Missiles G Integrated Defense"

"Maritime Defense"

"Space G Launch"

Key Domains Hypersonics Strategic Deterrence Missiles

    • Golden Dome

      Loitering Munitions UAS / C-UAS

  • Golden Dome

    Manned Submarines Autonomous Maritime

  • Golden Fleet

    Launch Vehicles Rocket Engines

  • Golden Dome

    Demand Drivers

    Growth Outlook

  • Rapidly Evolving Adversaries

  • Investments into Next-Gen Missile Technologies

    Hypersonics Market

  • Rapidly Evolving Adversaries

  • Proliferation of Unmanned Technologies / Drones

    UAS Weapons Systems

  • Rapidly Evolving Adversaries

  • Aging Fleet and Decades Long Build Rate Increases

    Submarine / UUV Market

  • Rapidly Evolving Adversaries

  • Ramp of Commercial Launch Providers and Satellite Tech

Global Space Economy

Current 2035 Current 2035

Current 2035

Current 2035

Global Market

"FY202C budget request included :C.5 billion for conventional and hypersonic munitions and invests over :3.S billion in hypersonic weapons" - National Defense Magazine

"The Drone Dominance Program (DDP) is designed to help industry organize around the need for low-cost, supply-chain secure sUAS manufacturing at scale, urgently" -Department of War

"The U.S. Navy is racing to rebuild its undersea fleet…aimed at maintaining a strategic advantage and meeting rising global demand for advanced undersea capabilities" - Bloomberg

"…space has become a site of economic activity and strategic planning, prompting governments to reassess their regulatory approaches, public investments, and longterm infrastructure needs" - Brookings

complex challenges in high-gro

h, high-priority end markets

Karman's proprietary products and vertically integrated solutions solve wt

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S I D C H A R B O N N E T

Overview of Seemann Composites

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President, Seamann Composites



G



Introducing Seemann Composites G MSC

OVERVIEW

DEMAND DRIVERS

Rapidly Evolving Threat Environment

Aging Fleet G Sustainment

Long-Term Increase in Build Rates (Golden Fleet)

Investments into Next-Gen Technology



  • Large scale proprietary products, primarily for propulsion and sonar protection

  • 40+ year history serving the Navy's highest priority programs

  • Embedded in major programs from upfront design through scaled production

  • Specialized material science team focused on next-gen materials and resin system design and formulation

  • Track record of operational excellence and delivery

100%

KEY PROGRAMS

IP Protection

G7%

Sole / Single Source

250K sq. ft.

Across 4 Key Locations

60+

FORECASTED SPEND

Virginia-Class

Columbia-Class

Talented Engineers

Manned Undersea

Unmanned

Undersea / Surface

Columbia-Class

Saildrone Voyager

Virginia-Class

SSN(X)

UUV



Hypersonic G

Missile

Javelin

Classified



Strategic Surface

Vessels

LCAC

DDG 1000



Current

Forecasted Spend

Virginia

deliveries per year to double due to capacity needs

Columbia

delivery plans ramp from 0.4 to 1 per year through 2036

Current

Forecasted Spend

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Highly Strategic and Complementary to the Karman Portfolio

Karman Seemann

Propulsion

Complete portfolio

of propulsion systems -SRMs, nozzles, propellant cases, launchers

Interstage Supporting products through the entire body of a missile / launch vehicle

Shroud Energetic driven deployable shrouds and payload protection systems

"Tip-to-Tail" "Bow-to-Stern"

Propulsion Propeller blades, propulsor ducts and classified marine propulsion technologies

Interstage

Light weight wide aperture array systems and hydrodynamic systems

Shielding Large acoustic sonar protection systems and stealth enablement

Representative Required Technologies

Advanced System-Level Design Engineering

Scaled Vertically Integrated Manufacturing

Advanced Materials C Resin/Propellant Formulation

Representative Products

Thermal and Sonar Protection Systems

Energetics, Separation and Signature Management

Launch

Solid Rocket Motor Motor Nozzle Propeller Propulsion UAS Launcher Undersea Missile

Motor & Electromechanics

Initiation Thermal Protection Shroud Sonar Protection Dome

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Karman Product Seemann Product

©2026 Karman Space & Defense 11



Karman + Seemann is a Compelling Partnership for Shared Growth

With strategically aligned capabilities, products and market position, Seemann has been on Karman's strategic roadmap for years and is the natural expansion of Karman into the maritime domain

Seemann is the "Karman of the Sea" Karman/Seemann Opportunity

Seemann offers strategically aligned capabilities…

Acquisition represents significant opportunities for shared, accelerated growth:

System-Level Design

Advanced Materials IP Proprietary Products

Talented Seemann material science team to lead all of Karman's advanced materials capabilities

Deep library of proprietary resins to formulate in-house and leverage across Karman's other key markets

…and similar business characteristics

Opportunity to in-source 3-D printing, fiber weaving and AFP for hypersonics and launch systems

100%

IP Protection

Vertically Integrated

Across 4 Well-Invested Locations

Tied to High-Growth Market

Submarine / Maritime

Natural Extension of Karman's Differentiated Portfolio Compelling Collaboration Opportunities to Drive Growth

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©2026 Karman Space & Defense 12





M I K E W I L L I S

Financial Update

21 JAN, 2026

Chief Financial Officer



13



Updated Fiscal Year 2025 and 202C Guidance

Karman continues to deliver strong growth with industry leading margins:

(: in millions, except percentages)

2024

As Reported

2025

2026(1)

Prior Guidance

as of November C, 2025

Updated Guidance

Δ YoY Growth

Guidance

Δ YoY Growth

Revenue

$345.3

$461 - $463

$470 - $471

+36%

$700 - $715

+50%

Adjusted EBITDA

$106.1

$142 - $143

$144.5 - $144.G

+36%

~$205 - $215

+45%

Adjusted EBITDA Margin

30.7%

~30.8%

~30.8%

+10 bps

~30%

+ 0 bps

(1) Includes nine months of projected results from Seemann C MSC

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Growth Profile Snapshot

Total Revenue Growth Total Funded Backlog Growth

Organic Growth Inorganic Growth Organic Funded Backlog Acquired Backlog

~25%

~50%

~36%

~11%

~31%

~6%

~25%

~1.3x

~25%

~25%

Organic Book-to-Bill(2)

2024A - 2025 Guidance 2025 Guidance - 2026 Guidance

(includes Seemann)(1)

(1) Includes nine months of projected results from Seemann C MSC

(2) Calculated using reported revenue and change in reported backlog

2024A - 2025 Guidance

(excludes Seemann)

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Thank You



investors@karman-sd.com NYSE: KRMN

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