Mobility Global (NYSE: MBGL) adds new chair-designate and overhauls incentives

Rhea-AI Filing Summary

Mobility Global Inc. appointed Joseph R. Hinrichs to its board, expanding it from two to three directors effective June 25, 2026. He joins the Audit and Nominating and Compensation Committees and is classified as an independent director and an audit committee financial expert.

Hinrichs is expected to become Chair of the Board after the planned spin-off of Mobility Global from S&P Global, scheduled for July 1, 2026. Following the spin-off, he will receive an $80,000 annual cash retainer, an additional $100,000 as chair, $220,000 in annual RSUs, and a one-time $400,000 RSU grant.

The board also increased CEO William Eager’s annual base salary to $900,000, raised his bonus target to 150% of salary, and approved a $2,500,000 RSU grant vesting over three years. Effective July 1, 2026, the company adopted a 2026 Long Term Incentive Plan, an Executive Severance Plan, an Annual Incentive Plan, and a legacy 401(k) supplement for pre-separation deferrals.

8-K Event Classification

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

1 item

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.

Key Figures

Director annual cash retainer: $80,000 per year Chair additional cash retainer: $100,000 per year Annual director RSU grant: $220,000 in RSUs +5 more

8 metrics

Director annual cash retainer $80,000 per year Post spin-off cash retainer for Joseph R. Hinrichs

Chair additional cash retainer $100,000 per year Additional annual cash for service as Chair of the Board

Annual director RSU grant $220,000 in RSUs Cliff-vests after one year for Joseph R. Hinrichs

One-time director RSU grant $400,000 in RSUs Granted in connection with spin-off, cliff-vests after three years

CEO annual base salary $900,000 William Eager’s base salary effective July 1, 2026

CEO target incentive opportunity 150% of base salary Annual target bonus percentage for William Eager

CEO RSU grant value $2,500,000 in RSUs Grant on or around September 1, 2026, vesting over three years

Spin-off effective time 12:01 a.m. July 1, 2026 Expected effective time of Mobility Global spin-off from S&P Global

Key Terms

Spin-Off, Restricted Stock Units, Long Term Incentive Plan, Executive Severance Plan, +2 more

6 terms

Spin-Off financial

"the previously announced distribution of the Company’s common stock by S&P Global Inc. ... (the “Spin-Off”)."

A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.

Restricted Stock Units financial

"an annual equity retainer with a grant date value of $220,000 in Restricted Stock Units (“RSUs”),"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Long Term Incentive Plan financial

"the Board adopted the Mobility Global Inc. 2026 Long Term Incentive Plan (the “LTIP”)."

A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.

Executive Severance Plan financial

"the Board adopted the Mobility Global Inc. Executive Severance Plan (the “Severance Plan”)."

Annual Incentive Plan financial

"the Board adopted the Mobility Global Inc. Annual Incentive Plan (the “AIP”)."

audit committee financial expert regulatory

"satisfies the definition of “audit committee financial expert” set out in Item 407(d)(5)(ii)"

A person on a company’s board who has deep knowledge of accounting, financial reporting and auditing, able to understand and question the books, controls and audit work like a trained mechanic inspecting an engine. Investors care because that expertise helps spot errors, weaknesses or misleading statements early, improving the likelihood that financial reports are accurate and reducing the risk of surprises that can hurt a company’s value.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →

Available on EDGAR 07/04/2026 - 12:15 PM Accepted by SEC EDGAR 06/26/2026 - 06:00 AM Learn about SEC filing dates

FAQ

What did Mobility Global Inc. (MBGL) disclose in this Form 8-K?

Mobility Global Inc. disclosed board changes and new executive compensation and benefit plans. The filing covers a new independent director and chair-designate, CEO pay increases, long-term incentive arrangements, an executive severance plan, an annual bonus plan, and a legacy 401(k) supplement tied to its spin-off.

Who is Joseph R. Hinrichs and what is his role at Mobility Global (MBGL)?

Joseph R. Hinrichs was appointed as an independent director, joining the Audit and Nominating and Compensation Committees. The board expects him to become Chair after the spin-off of Mobility Global from S&P Global, aligning governance leadership with the company’s transition to a standalone entity.

How will Joseph R. Hinrichs be compensated as a director of MBGL?

After the spin-off, Joseph R. Hinrichs will receive an $80,000 annual cash retainer, an additional $100,000 annual cash retainer as Chair, $220,000 in annual RSUs vesting after one year, and a one-time $400,000 RSU award vesting after three years, aligning pay with shareholder value.

What compensation changes were approved for Mobility Global CEO William Eager?

The board increased CEO William Eager’s annual base salary to $900,000 and raised his target incentive opportunity to 150% of base salary effective July 1, 2026. It also approved RSUs valued at $2,500,000, vesting in equal annual installments over three years, subject to further board approval.

What new incentive and severance plans did Mobility Global (MBGL) adopt?

Effective July 1, 2026, Mobility Global adopted a 2026 Long Term Incentive Plan, an Executive Severance Plan, and an Annual Incentive Plan. These programs govern equity awards, severance for executives terminated without cause or resigning for good reason, and annual bonuses for executive officers after the separation.

What is the Mobility Global 401(k) Supplement mentioned in the filing?

The Mobility Global 401(k) Savings and Profit Sharing Plan Supplement is a deferred compensation plan carved out from S&P Global’s 401(k) supplement. It covers deferrals and benefits accrued by Mobility Global employees before separation and will be frozen to new deferral elections and employer contributions going forward.

When is the spin-off of Mobility Global from S&P Global expected to occur?

The spin-off of Mobility Global Inc. from S&P Global is expected to become effective as of 12:01 a.m., New York City time, on July 1, 2026. Following this distribution, Mobility Global will operate as a standalone company with its own governance and executive compensation framework.

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): June 26, 2026

Mobility Global Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-43276		39-4621962
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

5860 Trinity Parkway, Suite 600, Centreville, Virginia, 20120

(Address of principal executive offices) (Zip Code)

(703) 934-2664
(Registrant’s telephone number, including area code)

Not Applicable

(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 $0.01 per share)		MBGL		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.

Appointment of Board Member

The board of directors (the “Board”) of Mobility Global Inc. (the “Company”) appointed Joseph R. Hinrichs as a director of the Board, increasing the size of the Board from two to three directors, effective as of 11:59 p.m. New York City time on June 25, 2026. Upon his appointment, Mr. Hinrichs will be a member of the Company’s Audit Committee and Nominating and Compensation Committee.

The Board has determined that Mr. Hinrichs (i) qualifies as an “independent” director under all applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and the New York Stock Exchange (“NYSE”), (ii) is financially literate as required by the rules and regulations of the NYSE, and satisfies the definition of “audit committee financial expert” set out in Item 407(d)(5)(ii) of Regulation S-K under the Exchange Act, and (iii) satisfies the requirements for audit committee membership established by Rule 10A-3 under the Exchange Act, and has no material relationship with the Company (either directly or as a partner, shareholder or officer of an organization that has a relationship with the Company).

It is expected that Mr. Hinrichs will be appointed as Chair of the Board as of and following the effective time of the previously announced distribution of the Company’s common stock by S&P Global Inc. (“S&P Global”) to holders of S&P Global’s common stock on a pro rata basis (the “Spin-Off”). The Spin-Off is expected to be effective as of 12:01 a.m., New York City time, on July 1, 2026.

Biographical information for Mr. Hinrichs is set forth in the section titled “Management” of the Information Statement, dated May 27, 2026 (the “Information Statement”), included as Exhibit 99.1 to the Company’s Current Report on Form 10, which was filed with the SEC on May 27, 2026, and such information and description are incorporated by reference herein.

Mr. Hinrichs has no family relationships with any member of the Board or any executive officer of the Company and is not a party to any transactions that would be disclosed under Item 404(a) of Regulation S-K. There are no arrangements or understandings between Mr. Hinrichs and any other person and the Company pursuant to which Mr. Hinrichs was appointed to serve in his role.

Following the consummation of the Spin-Off, Mr. Hinrichs will participate in the Company’s director compensation program, pursuant to which Mr. Hinrichs will receive: an annual cash retainer of $80,000, payable quarterly; an additional annual cash retainer of $100,000 for service as Chair of the Board; an annual equity retainer with a grant date value of $220,000 in Restricted Stock Units (“RSUs”), which will cliff-vest after one year, and a one-time RSU award to be granted in connection with the Spin-Off, with a grant date value of $400,000, which will cliff-vest after three years.

2026 Long Term Incentive Plan

Effective as of 12:01 a.m. New York City time on July 1, 2026, the Board adopted the Mobility Global Inc. 2026 Long Term Incentive Plan (the “LTIP”). The Information Statement under the section entitled “Compensation Discussion and Analysis” contains a description of the LTIP. Such information is incorporated by reference in this Item 5.02.

Chief Executive Officer Compensation Changes

The Board approved the following changes to the compensation of William Eager, the Company’s Chief Executive Officer: (i) an increase in Mr. Eager’s annual base salary to $900,000, effective July 1, 2026, (ii) an increase in Mr. Eager’s annual target incentive opportunity to 150% of base salary, effective July 1, 2026 and (iii) a grant of RSUs having a grant date value of $2,500,000, to be granted on or around September 1, 2026, subject to further approval by the Board, which grant will vest in substantially equal annual installments over three years from the grant date.

Executive Severance Plan

Effective as of 12:01 a.m. New York City time on July 1, 2026, the Board adopted the Mobility Global Inc. Executive Severance Plan (the “Severance Plan”). Pursuant to the Severance Plan, if an executive officer is terminated without “cause” or resigns for “good reason”, subject to such executive officer’s execution and non-revocation of a release of claims, such executive officer will receive the following severance benefits:

· (i) If such termination occurs more than six months prior to or more than 24 months following a “change in control” of the Company, cash severance equal to 1.5 times (or, in the case of the Company’s Chief Executive Officer, two times) such executive officer’s annual base salary, payable over an 18-month period (or, in the case of the Company’s Chief Executive Officer, a 24-month period), and (ii) if such termination occurs within six months prior to or within 24 months following a change in control of the Company, cash severance equal to 1.5 times (or, in the case of the Company’s Chief Executive Officer, two times) such executive officer’s annual base salary and target annual bonus, payable in a lump sum;

· If such termination occurs after March 31 of any year, a pro rata annual bonus for such year of termination based on actual performance;

· 18 months of subsidized healthcare continuation benefits; and

· $25,000 (or, in the case of the Company’s Chief Executive Officer, $50,000) in outplacement benefits.

Annual Incentive Plan

Effective as of 12:01 a.m. New York City time on July 1, 2026, the Board adopted the Mobility Global Inc. Annual Incentive Plan (the “AIP”). The AIP will govern annual bonuses for the Company’s executive officers following the Separation and provides the Nominating and Compensation Committee of the Board with discretion to establish terms and conditions for such annual bonuses.

Legacy 401(k) Plan Supplement

Effective as of 12:01 a.m. New York City time on July 1, 2026, the Board adopted the Mobility Global Inc. Legacy 401(k) Savings and Profit Sharing Plan Supplement (the “Mobility Global 401(k) Supplement”). The Mobility 401(k) Supplement is a deferred compensation plan that, pursuant to Employee Matters Agreement, was carved out from S&P Global Inc.’s 401(k) Savings and Profit Sharing Plan Supplement (the “S&P Global 401(k) Supplement”) for purposes of administering deferrals made, and benefits accrued, by Mobility Global employees prior to the Separation. The Mobility Global 401(k) Supplement will operate on substantially the same terms as the S&P Global 401(k) Supplement, provided that the Mobility Global 401(k) Supplement will be frozen as to new deferral elections and employer contributions.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: June 26, 2026	Mobility Global Inc.
	By:	/s/ Taptesh (Tasha) K. Matharu
		Taptesh (Tasha) K. Matharu
		Chief Legal Officer and Corporate Secretary