1、As filed with the Securities and Exchange Commission on June 30,2026.Registration Number 333-UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549 FORM S-1REGISTRATION STATEMENTUNDER THE SECURITIES ACT OF 1933 Matternet,Inc.(Exact name of registrant as specified in its charter)Delaware
2、 3721 39-2522950(State or other jurisdiction ofincorporation or organization)(Primary Standard IndustrialClassification Code Number)(I.R.S.EmployerIdentification Number)355 Ravendale DriveMountain View,California 94043(Address,including zip code,and telephone number,including area code,of registrant
3、s principal executive offices)Andreas RaptopoulosChief Executive Officer355 Ravendale DriveMountain View,California 94043(Name,address,including zip code,and telephone number,including area code,of agent for service)Copies to:John T.McKennaCooley LLP3175 Hanover StreetPalo Alto,California 94304(650)
4、843-5000 From time to time after this registration statement is declared effective.(Approximate date of commencement of proposed sale to the public)If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415under the Securities Act o
5、f 1933,check the following box.If this Form is filed to register additional securities for an offering pursuant to Rule 462(b)under the Securities Act,pleasecheck the following box and list the Securities Act registration statement number of the earlier effective registration statement forthe same o
6、ffering.If this Form is a post-effective amendment filed pursuant to Rule 462(c)under the Securities Act,check the following box andlist the Securities Act registration statement number of the earlier effective registration statement for the same offering.If this Form is a post-effective amendment f