IonQ (NYSE: IONQ) sets end date for trading its public warrants

Rhea-AI Filing Summary

IonQ, Inc. (IONQ) expanded its Board of Directors by two seats and elected Eric R. Ball (62) and Timothy E. Baxter (65) effective August 24, 2026. Ball was appointed as a Class II director with a term expiring at the 2029 Annual Meeting of Stockholders, and Baxter as a Class III director with a term expiring at the 2027 Annual Meeting. Both will receive the standard non-employee director compensation. The company states there are no related-party arrangements or transactions requiring disclosure for either director.

IonQ also disclosed that its outstanding public warrants, each exercisable for one share of common stock at an exercise price of $11.50 per share, will expire on September 30, 2026. Trading of these warrants on the NYSE under the symbol IONQ WS will cease before markets open on September 29, 2026 to allow settlement of exercises. IonQ’s common stock will continue to trade on the NYSE under the symbol IONQ.

8-K Event Classification

3 items: 5.02, 8.01, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Warrant exercise price: $11.50 per share Warrant expiration date: September 30, 2026 Warrant trading halt date: September 29, 2026 +5 more

8 metrics

Warrant exercise price $11.50 per share Each public warrant exercisable for one share of common stock

Warrant expiration date September 30, 2026 Outstanding public warrants expire on this date

Warrant trading halt date September 29, 2026 Warrants cease trading on NYSE before markets open

Eric R. Ball age 62 Age of new Class II director

Timothy E. Baxter age 65 Age of new Class III director

Financing arranged at Oracle $52 billion Amount of financing arranged by Eric R. Ball as SVP and Treasurer

Two-qubit gate fidelity 99.99% Two-qubit gate fidelity achieved in 2025

Performance increase over previous quantum solutions 20x Improvement achieved by earlier IonQ systems for customers and partners

Key Terms

Emerging growth company, Non-Employee Director Compensation Policy, full-stack quantum platform, two-qubit gate fidelity, +2 more

6 terms

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Non-Employee Director Compensation Policy financial

"under the Company’s Non-Employee Director Compensation Policy"

full-stack quantum platform technical

"the world’s leading full-stack quantum platform and foundry"

two-qubit gate fidelity technical

"achieved 99.99% two-qubit gate fidelity, setting a world record"

Two-qubit gate fidelity measures how accurately a quantum computer performs a basic operation that links two quantum bits (qubits). Think of it like the success rate of a two-person handshake that must be precise for a larger task; higher fidelity means fewer errors, better chances of running useful algorithms, and lower cost to correct mistakes. Investors watch it because higher fidelity signals more reliable hardware and faster progress toward commercially valuable quantum computing.

forward-looking statements regulatory

"This press release contains forward-looking statements."

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

vertical integration technical

"due to our pioneering vertical integration."

Vertical integration occurs when a company controls multiple stages of its production or supply chain, such as making its own products and also distributing or selling them. This can help the company reduce costs and increase control over quality and delivery. For investors, it often signals a company’s effort to become more self-sufficient and competitive in its industry.

FAQ

What board changes did IonQ (IONQ) announce in this 8-K?

IonQ added two seats to its Board and elected Eric R. Ball and Timothy E. Baxter as directors effective August 24, 2026. Ball is a Class II director with a term expiring at the 2029 Annual Meeting, and Baxter is a Class III director with a term expiring at the 2027 Annual Meeting.

When do IonQ (IONQ) public warrants expire and stop trading?

IonQ’s outstanding public warrants will expire on September 30, 2026. Trading of the warrants on the NYSE under the symbol IONQ WS will cease before the markets open on September 29, 2026 to permit timely settlement of any exercised warrants.

What is the exercise price of IonQ (IONQ) public warrants?

Each IonQ public warrant is exercisable for one share of common stock at an exercise price of $11.50 per share until their expiration on September 30, 2026, subject to the trading cutoff before markets open on September 29, 2026.

Do the new IonQ (IONQ) directors have any related-party transactions to disclose?

IonQ states that neither Eric R. Ball nor Timothy E. Baxter has a direct or indirect material interest in any transaction or proposed transaction requiring disclosure under Item 404(a) of Regulation S-K, and there are no arrangements or understandings pursuant to which they were selected.

What compensation will the new IonQ (IONQ) directors receive?

IonQ notes that after their appointments, Eric R. Ball and Timothy E. Baxter will be entitled to the same compensation as other non-affiliated directors under the company’s Non-Employee Director Compensation Policy, which is referenced in IonQ’s Form 10-K for the year ended December 31, 2025.

Will IonQ (IONQ) common stock continue trading after warrant expiration?

Yes. IonQ discloses that only the public warrants will cease trading and expire. The company’s common stock will continue to trade on the New York Stock Exchange under the symbol IONQ after the warrants are no longer listed.

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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

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

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EX-99.1 15.9 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 44.1 KB