Form 8-K
8-K — IonQ, Inc.
Accession: 0001193125-26-374694
Filed: 2026-08-28
Period: 2026-08-24
CIK: 0001824920
SIC: 7373 (SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN)
Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
Item: Other Events
Item: Financial Statements and Exhibits
Documents
8-K — ionq-20260824.htm (Primary)
EX-99.1 (ionq-ex99_1.htm)
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8-K
8-K (Primary)
Filename: ionq-20260824.htm · Sequence: 1
8-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 24, 2026
IonQ, Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware
001-39694
85-2992192
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
4505 Campus Drive
College Park, Maryland
20740
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: 301 298-7997
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Common stock, par value $0.0001 per share
IONQ
New York Stock Exchange
Warrants, each exercisable for one share of common stock for $11.50 per share
IONQ WS
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 24, 2026, the Board of Directors (the “Board”) of IonQ, Inc., a Delaware corporation (the “Company”), on the recommendation of the Nominating and Corporate Governance Committee of the Board, added two seats to the Board and elected Eric R. Ball, age 62, and Timothy E. Baxter, age 65, to the resulting vacancies, effective August 24, 2026. The vacancy to which Mr. Ball was appointed is for a Class II director whose term will expire at the Company’s 2029 Annual Meeting of Stockholders. The vacancy to which Mr. Baxter was appointed is for a Class III director whose term will expire at the Company’s 2027 Annual Meeting of Stockholders.
After their appointments, Messrs. Ball and Baxter will be entitled to the same compensation as the other non-affiliated directors under the Company’s Non-Employee Director Compensation Policy, which is attached as Exhibit 10.26 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on February 25, 2026.
There are no arrangements or understandings between either of Messrs. Ball or Baxter and any other person pursuant to which either of them was selected as a director, and neither of them has a direct or indirect material interest in any transaction or proposed transaction that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 8.01 Other Events.
On September 30, 2026, the outstanding public warrants of the Company, each of which is exercisable for one share of the Company’s common stock, par value $0.0001 per share (“Common Stock”), at an exercise price of $11.50 per share (the “Warrants”) will expire. The Warrants will cease trading on the New York Stock Exchange (“NYSE”) under the symbol IONQ WS before the markets open on September 29, 2026 to allow for timely settlement of Warrants exercised prior to expiration. The Company’s Common Stock will continue to trade on the NYSE under the symbol “IONQ.”
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No.
Description
99.1
Press Release, dated August 25, 2026.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
IonQ, Inc.
Date:
August 28, 2026
By:
/s/ Paul T. Dacier
Paul T. Dacier
Chief Legal Officer and Corporate Secretary
EX-99.1
EX-99.1
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EX-99.1
Exhibit 99.1
IonQ Appoints Dr. Eric Ball and Timothy Baxter to Board of Directors
Board Additions Support Next Phases of IonQ Growth
COLLEGE PARK, Md. — Aug. 25, 2026 — IonQ (NYSE: IONQ), the world’s leading full-stack quantum platform and foundry, today announced the appointment of two new board members: technology finance expert Dr. Eric Ball, and former SkyWater Technology Chairman and Samsung North America CEO Timothy Baxter. Each brings accretive experience to support IonQ’s next phases of expansion.
“We’re making the leap to rapid scalability in quantum computing manufacturing, in parallel with integrating all components of our unique quantum platform,” said IonQ Chairman and CEO Niccolo de Masi. “Our responsibilities as the leading quantum merchant supplier are significant, as are the advances we expect to make in quantum computing due to our pioneering vertical integration. Eric and Tim bring complementary insights and firsthand expertise to our Board and leadership team.”
Dr. Ball has nearly 40 years in senior financial roles at public companies, among them AT&T, Cisco, and Flextronics, including 10 years as Senior Vice President and Treasurer at Oracle. There, he arranged $52 billion of financing and served on the M&A teams for over 100 acquisitions. The author of two books, with a PhD in Management Economics, Dr. Ball has also taught economics at three universities and is a member of multiple corporate and non-profit boards.
Timothy Baxter was Chairman of the SkyWater Technology Board of Directors until the company’s recently completed acquisition by IonQ. With over 40 years of experience leading major technology companies, including senior management roles at AT&T, Sony, and Samsung, where he rose to CEO of Samsung, North America. He helped launch numerous next generation technologies including 5G, HDTV and Blu-ray and currently serves on several private and publicly traded boards.
About IonQ
IonQ, Inc. [NYSE: IONQ] is the world’s leading quantum platform and foundry - delivering integrated quantum solutions across computing, networking, sensing, and security. IonQ’s newest generation of quantum computers, the IonQ Tempo, is the latest in a line of cutting-edge systems. Earlier systems have helped customers and partners including Amazon Web Services, AstraZeneca, and NVIDIA achieve a 20x performance increase over previous quantum solutions and accelerate innovation in drug discovery, materials science, financial modeling,
logistics, cybersecurity, and defense. In 2025, the company achieved 99.99% two-qubit gate fidelity, setting a world record in quantum computing performance.
Headquartered in College Park, Maryland, IonQ has operations across North America, Latin America, EMEA, and APAC. Our quantum computing services have been available through all major cloud providers since 2021, while we also meet the needs of networking and sensing customers across land, sea, air, and space. IonQ is making quantum platforms more accessible and impactful than ever before. Learn more at IonQ.com.
Note to Investors Regarding Forward-Looking Statements
This press release contains forward-looking statements. All statements contained in this press release other than statements of historical fact are forward-looking statements, including statements regarding our growth and expansion and the advances we expect to make in quantum computing. In some cases, you can identify these statements by forward-looking words such as “pending,” “look forward,” “accelerate,” “anticipate,” “expect,” “suggest,” “plan,” “believe,” “intend,” “estimate,” “target,” “project,” “should,” “could,” “would,” “may,” “will,” “forecast,” “confident,” “position,” “become,” “on track,” “ensure,” “ongoing” and other similar expressions. These statements are only predictions based on our expectations and projections about future events as of the date of this press release and are subject to a number of risks, uncertainties and assumptions that may prove incorrect, any of which could cause actual results to differ materially from those expressed or implied by such statements, including, among others, those described under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 and our Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 filed with the Securities and Exchange Commission. New risks emerge from time to time, and it is not possible for our management to predict all risks, nor can management assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement we make. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. Except as otherwise required by law, we undertake no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.
IonQ Media contacts:
Cheryl Krauss
cheryl.krauss@ionq.co
IonQ Investor Contact:
investors@ionq.co
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