SpaceX adds Roelof Botha to board, audit panel

Space Exploration Technologies Corp. appointed Roelof Botha as an independent Common Stock Director and member of the Audit Committee, effective June 16, 2026.

Accepted by SEC EDGAR 06/17/2026 - 04:01 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Space Exploration Technologies Corp. appointed Roelof Botha as an independent Common Stock Director and member of the Audit Committee, effective June 16, 2026. He will serve until the next annual shareholder meeting and until a successor is elected and qualified.

Botha brings long experience in finance and governance, including senior roles at Sequoia Capital since 2003 and prior service as PayPal’s chief financial officer from 2000 to 2003. The company notes there are no special arrangements behind his selection and no related-party transactions requiring disclosure, other than that a family member employed since January 2025 earned more than $120,000 in 2025.

The company states non-employee directors currently receive no cash or equity compensation for Board or committee service. It will enter into a standard-form indemnification agreement with Botha in connection with his Board role.

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

Board appointment date: June 16, 2026 Related-party pay threshold: $120,000 Sequoia Capital tenure: Since 2003 +3 more

6 metrics

Board appointment date June 16, 2026 Effective date of Roelof Botha’s election as director

Related-party pay threshold $120,000 Family member’s 2025 compensation exceeded this Item 404(a) threshold

Sequoia Capital tenure Since 2003 Roelof Botha’s experience at Sequoia Capital

Managing member period 2007–2025 Botha as managing member of Sequoia Capital Operations, LLC

PayPal service period 2000–2003 Including role as PayPal chief financial officer

Stanford trustee service Since 2024 Botha on Stanford University Board of Trustees

Key Terms

Common Stock Director, Audit Committee, Item 404(a) of Regulation S-K, indemnification agreement, +1 more

5 terms

Common Stock Director financial

"elected Roelof Botha as an independent “Common Stock Director” (as defined in the Company’s Restated Certificate of Formation)"

Audit Committee financial

"The Board also appointed Mr. Botha to serve as a member of its Audit Committee, effective immediately."

A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.

Item 404(a) of Regulation S-K regulatory

"no transactions involving the Company and Mr. Botha ... that would be required to be reported under Item 404(a) of Regulation S-K"

indemnification agreement regulatory

"the Company will enter into an indemnification agreement with Mr. Botha in connection with his service as a member of the Board."

An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.

Registration Statement on Form S-1 regulatory

"previously filed as Exhibit 10.1 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on June 3, 2026."

A registration statement on Form S-1 is a detailed filing a company submits to the U.S. securities regulator to register new shares for public sale; it includes a plain-language prospectus, financial statements, business description and risk factors. For investors it matters because it provides the official, comprehensive blueprint of the offering — like an owner’s manual — allowing buyers to assess risks, inspect financial health and compare valuation before deciding to invest.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What board change did Space Exploration Technologies Corp. (SPCX) announce?

Space Exploration Technologies Corp. added Roelof Botha as an independent Common Stock Director and Audit Committee member, effective June 16, 2026. He will serve until the next annual shareholder meeting, providing additional financial and governance expertise to the board.

Who is Roelof Botha, the new director at SPCX?

Roelof Botha is a seasoned executive with long experience at Sequoia Capital since 2003 and prior service as PayPal’s chief financial officer from 2000 to 2003. He also has academic ties through the Stanford University Board of Trustees.

Does Roelof Botha have any related-party connections with SPCX?

The company reports no related-party transactions requiring disclosure except that a family member of Roelof Botha has worked in enterprise operations since January 2025 and earned over $120,000 in 2025. Their pay is described as generally commensurate with peers.

How are non-employee directors of SPCX currently compensated?

Space Exploration Technologies Corp. states that its non-employee directors currently receive no cash or equity compensation for serving on the Board or its committees. This means board service is not presently accompanied by standard director fees or stock awards.

Will SPCX provide indemnification to new director Roelof Botha?

The company plans to enter into an indemnification agreement with Roelof Botha in connection with his board service. It will use a previously filed standard form agreement, designed to protect directors when performing their official duties.

When will Roelof Botha’s term on the SPCX board end?

Roelof Botha will serve as a director until Space Exploration Technologies Corp.’s next annual meeting of shareholders and until his successor is duly elected and qualified, or his earlier death, resignation, retirement, disqualification, or removal.

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

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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): June 16, 2026

Space Exploration Technologies Corp.

(Exact name of registrant as specified in its charter)

Texas			001-43344			01-0627671
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)
			1 Rocket Road Starbase, TX 78521 (Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (310) 363-6000

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

Class A common stock, par value $0.001 per share

SPCX

The Nasdaq Stock Market LLC

Class A common stock, par value $0.001 per share

SPCX

Nasdaq Texas, LLC

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 June 16, 2026, the Board of Directors (the “Board”) of Space Exploration Technologies Corp. (the “Company”) elected Roelof Botha as an independent “Common Stock Director” (as defined in the Company’s Restated Certificate of Formation) to fill the existing vacancy on the Board, effective immediately, to serve until the Company’s next annual meeting of shareholders and until his successor has been duly elected and qualified or until such director’s earlier death, resignation, retirement, disqualification or removal. The Board also appointed Mr. Botha to serve as a member of its Audit Committee, effective immediately.

Mr. Botha brings extensive public company experience along with a deep audit committee background, having served on the boards and audit committees of numerous public companies. He also brings years of financial, investment, and managerial experience. Mr. Botha has been with Sequoia Capital, a venture capital firm, since 2003, and was a managing member of Sequoia Capital Operations, LLC from 2007 to 2025. From 2000 to 2003, he served in various positions at PayPal, Inc., an electronic payment system, including as the chief financial officer. He has served as a member of the Stanford University Board of Trustees since 2024 and received a B.S. in Actuarial Science, Economics, and Statistics from the University of Cape Town and an M.B.A. from the Stanford Graduate School of Business.

There are no arrangements or understandings between Mr. Botha and any other persons pursuant to which Mr. Botha was selected to serve as a director. Furthermore, there are no transactions involving the Company and Mr. Botha (or any immediate family member thereof) that would be required to be reported under Item 404(a) of Regulation S-K, other than as described herein. Specifically, Mr. Botha’s family member has been employed at the Company since January 2025 as a member of the enterprise operations team. In 2025, their annual compensation exceeded the $120,000 reporting threshold. Their compensation is generally commensurate with their peers’ compensation. The Company’s non-employee directors do not currently receive cash or equity compensation for their service on the Board or its committees. In addition, the Company will enter into an indemnification agreement with Mr. Botha in connection with his service as a member of the Board. The form of indemnification agreement was previously filed as Exhibit 10.1 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on June 3, 2026.

SIGNATURE

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.

Space Exploration Technologies Corp.

Date: June 17, 2026

By:

/s/ Bret Johnsen

Name: Bret Johnsen

Title: Chief Financial Officer