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): September 9, 2024 (September 4, 2024)
(Exact name of registrant as specified in its charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip code) | ||||||||||
| (Registrant’s telephone number, including area code) | |||||
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 | ||||||||||||
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 x
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. o
1
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 4, 2024 the Board of Directors (the “Board”) of Intuitive Machines, Inc. (the “Company”), made the following changes to its leadership team structure.
Effective September 16, 2024, Peter McGrath will transition from his current role of Senior Vice President, Chief Operating Officer into the role of Senior Vice President and Chief Financial Officer and Steven Vontur will transition from serving as our Interim Chief Financial Officer into the role of Chief Accounting Officer.
As part of this appointment, Mr. McGrath’s annual base salary will be increased to $450,000 and he will have the opportunity to earn an annual cash performance bonus, with a target bonus opportunity of 60% of his annual base salary. Mr. McGrath will also continue to be eligible to receive annual equity incentive grants. In connection with Mr. Vontur’s appointment, there was no change in annual base salary, but his target bonus opportunity was increased to 45% of his annual base salary. Mr. Vontur will also continue to be eligible to receive annual equity incentive grants. The Compensation Committee of the Board will determine the actual cash performance bonus earned in each calendar year for Mr. McGrath and Mr. Vontur based on the attainment of the Company and individual performance goals. No equity grants were made in connection with the appointment of Mr. McGrath or Mr. Vontur.
There is no arrangement or understanding between Mr. McGrath or Mr. Vontur and any other persons or entities pursuant to which Mr. McGrath was appointed as the Chief Financial Officer or Mr. Vontur was appointed as Chief Accounting Officer and Controller. There is no family relationship between Mr. McGrath or Mr. Vontur and any member of the Board or any executive officer of the Company, and there are no transactions between the Company and Mr. McGrath or Mr. Vontur that require disclosure under Item 404(a) of Regulation S-K.
Mr. McGrath will report directly to Steve Altemus, Chief Executive Officer and President of the Company and Mr. Vontur will report to Mr. McGrath.
Item 7.01. Regulation FD Disclosure.
On September 9, 2024, the Company issued a press release announcing the foregoing leadership changes. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated in this Item 7.01 by reference.
The information in this Item 7.01 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
(d)Exhibits
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document). | |||||||
2
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.
| Date: September 9, 2024 | INTUITIVE MACHINES, INC. | |||||||
| By: | /s/ Stephen J. Altemus | |||||||
| Name: Stephen J. Altemus | ||||||||
| Title: President and Chief Executive Officer | ||||||||
1
Exhibit 99.1
Intuitive Machines Announces Key Leadership Appointments
Houston, TX – September 9, 2024 – Intuitive Machines, Inc. (Nasdaq: LUNR, LUNRW) (“Intuitive Machines”) (“Company”), a leading space exploration, infrastructure, and services company, announced that effective September 16, 2024, Pete McGrath will transition from his current role of Senior Vice President, Chief Operating Officer into the role of Senior Vice President and Chief Financial Officer. Steven Vontur will transition from serving as our Interim Chief Financial Officer to Chief Accounting Officer and Controller, and Jack Fischer will transition to Senior Vice President, Production and Operations.
“As we continue to enjoy exponential growth, Intuitive Machines is promoting talent from within the organization to ensure we remain focused on executing our strategy and scale seamlessly. I am excited to announce the leadership transitions for these exceptional leaders, each of whom brings deep experience to the Company,” said Steve Altemus, Intuitive Machines President and CEO. “They have played and will continue to play a crucial role in driving the execution of the Company’s long-term strategic vision and growth. I am also grateful to Mr. Vontur for stepping in as Interim CFO and delighted to announce his new role as Chief Accounting Officer and Controller.”
Mr. McGrath joined the Company in 2020 and is an accomplished executive with a background in finance and more than 35 years in the aerospace and defense industry. In his new role as Senior Vice President and Chief Financial Officer, Mr. McGrath will continue to focus on executing the long-term vision and strategy of the Company as he leads the finance organization. While at Intuitive Machines, he has held the roles of Chief Operating Officer and Vice President, Business Development, demonstrating exceptional leadership and domain expertise in each role. Mr. McGrath holds an MBA from the University of Southern California - Marshall School of Business, an MS in Aerospace Engineering from California State University Long Beach, and a BS in Aerospace Engineering from the University of Southern California. Prior to joining Intuitive Machines in August 2020, Mr. McGrath worked at Boeing as the Director of the Global Sales and Marketing organization in the Space Exploration Business Unit, responsible for shaping, extending, and capturing business in support of NASA and commercial space exploration missions.
Mr. Vontur joined the Company in 2022 as our Controller and has played a key role in taking the Company public and building out the Accounting and Finance team. As the Chief Accounting Officer and Controller, Mr. Vontur will remain responsible for ensuring the overall integrity and efficiency of the accounting, reporting, and financial control functions and will be responsible for the tax affairs. Prior to joining Intuitive Machines, Mr. Vontur worked at several private companies in various capacities, providing public company readiness and other accounting services from September 2020 to June 2022. He spent the majority of his career at KBR, Inc. from December 2004 to August 2022, serving in multiple positions of increasing responsibility, ranging from Business Unit Controller to Director of SEC Reporting, Consolidations, and Financial Controls. Steven began his career in public accounting from 1993 to 2004, primarily in the audit practice of Ernst & Young LLP. He holds a bachelor’s degree in business administration (accounting) from Texas A&M University and is a Certified Public Accountant in the state of Texas.
Mr. Fischer joined Intuitive Machines in 2021. In his new role as Senior Vice President, Production and Operations, he will be responsible for assembling and galvanizing a team of experts to meet the ever-increasing demands of providing space infrastructure and services. Recently named to the Texas Space Commission, Col (ret) Jack “2fish” Fischer is a senior space ops leader, combat fighter pilot, astronaut, and flight test expert with 27 years of experience across the spectrum of operational levels. He is a distinguished graduate of the U.S. Air Force Academy and a Massachusetts Institute of Technology Draper Fellow with bachelor’s and master’s degrees in astronautics. He is also a command pilot astronaut with over 3,000 hours in over 40 aircraft and an Associate Fellow in the Society of Experimental Test Pilots. He has spent 136 days in space, and completed two spacewalks.
“Our leadership team is best-in-class, and these adjustments to the team will ensure we continue to rise to the challenges of expanding the company's footprint in space, whether it is in the development of flight systems, the deployment, and operation of our space and ground networks, or the autonomous operations of our infrastructure in and around the Moon,” Altemus said.
About Intuitive Machines
Intuitive Machines is a diversified space exploration, infrastructure, and services company focused on beginning a new economy in cislunar space. In 2024, Intuitive Machines became the first commercial company to land and operate on the lunar surface, which validated the Company’s ability to provide the three service pillars required to commercialize a celestial body: delivery, data & analysis, and autonomous operations in space. The Company empowers its customers to achieve their ambitious visions and commercial goals in space through seamless collaboration with its robust service pillars.
Contacts
For investor inquiries:
investors@intuitivemachines.com
For media inquiries:
press@intuitivemachines.com