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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): September 2, 2025
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 (Address of principal executive offices) |
20740 (Zip Code) |
Registrant’s telephone number, including area code: 301-298-7997
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:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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| 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 Departures of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Executive Transition
On September 2, 2025, the board of directors (the “Board”) of IonQ, Inc. (the “Company”) appointed Inder M. Singh, the Lead Independent Director of the Board, to the positions of Chief Financial Officer (“CFO”) and Chief Operating Officer (“COO”) effective as of September 4, 2025 (the “Transition Date”), succeeding Thomas Kramer, who held the role of CFO. In connection with his new executive roles, Mr. Singh has stepped down as a member of the Board.
Except as otherwise disclosed in this current report, there are no arrangements or understandings between Mr. Singh, on the one hand, and any other person, on the other hand, pursuant to which Mr. Singh was selected as an officer of the Company. Additionally, there are no family relationships between Mr. Singh and the Company’s directors and executive officers, no arrangements or understandings between Mr. Singh and any other person requiring disclosure under Item 401(b) of Regulation S-K, and no transactions with related persons requiring disclosure under Item 404(a) of Regulation S-K.
Compensation Arrangements
Offer Letter. In connection with his appointment as CFO and COO, the Company entered into an offer letter with Mr. Singh (the “Offer Letter”) setting forth the terms of his employment and compensation. Pursuant to the Offer Letter, Mr. Singh will receive an annual base salary of $500,000 and is eligible for an annual cash bonus with a target amount equal to 100% of his annual base salary, with a prorated target bonus amount paid for 2025 based on the Transition Date. Mr. Singh will also be granted initial equity awards, consisting of (i) restricted stock units (“RSUs”) with a value of $6,750,000, (ii) performance-based RSUs (“PSUs”) with a target value of $18,000,000 (the “Target PSUs”), with the opportunity to vest in up to two hundred percent (200%) of the Target PSUs, with vesting based on the Company’s achievement against performance metrics established by the Board for the three (3)-year performance period covering the 2025, 2026, and 2027 calendar years and (iii) as an inducement to have Mr. Singh accept the Company’s offer of employment and as a “make-whole” award for Mr. Singh’s forfeiture of certain contingent compensation from his prior service recipient, following his submission of satisfactory evidence of such forfeitures, Mr. Singh will receive an award of RSUs with a value equal to the dollar value of such forfeited contingent compensation, vesting on the second anniversary of the Transition Date.
The Offer Letter also provides that in the event Mr. Singh experiences a “Covered Termination” (as defined in the Company’s Amended and Restated Executive Severance Plan (the “Executive Severance Plan”)), executes and does not revoke a release of claims in favor of the Company and complies with restrictive covenants, he will be eligible for severance benefits under the Executive Severance Plan, including payments of continued salary and a full target bonus over a severance period (ranging from 9 to 12 months depending whether in connection with a change in control), a pro-rata target bonus for the year of termination, a COBRA subsidy based on the length of the severance period and acceleration of certain equity awards.
The foregoing summary is not a complete discussion of the terms discussed herein and is qualified in its entirety by reference to the full text of the Offer Letter, a copy of which will be filed as an exhibit to the Company’s next Quarterly Report on Form 10-Q, and the full text of the Executive Severance Plan, a copy of which is filed as Exhibit 10.2 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, which is incorporated herein by reference.
A copy of the press release announcing the executive transition has been filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 8.01 Other Events.
A copy of the press release announcing the executive transition has been filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Description |
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| 99.1 | |||
| 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. |
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Date: September 4, 2025 |
By: | /s/ Paul T. Dacier | ||
| Paul T. Dacier | ||||
Chief Legal Officer and Corporate Secretary |
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EXHIBIT 99.1
IonQ Appoints Inder M. Singh as Chief Financial Officer and Chief Operating Officer
Singh’s Over 30 Years of Financial, Strategic and Leadership Experience and Deep Knowledge of IonQ to Support the Company’s Path to 2 Million Physical and 80,000 Logical Qubits by 2030
COLLEGE PARK, MD – September 4, 2025 – IonQ (NYSE: IONQ), the leader in the quantum computing and networking industries, today announced the appointment of Inder M. Singh as Chief Financial Officer and Chief Operating Officer, effective immediately. Singh succeeds Thomas Kramer, who will remain at IonQ in an advisory capacity for up to 60 days to ensure a smooth transition of responsibilities. In connection with his appointment as CFO and COO, Singh has stepped down from IonQ’s Board of Directors.
Singh, age 66, is a financial expert with significant strategic and executive experience across a variety of technology and financial organizations. Singh most recently served as CFO of Arm, a British semiconductor and software design company, from April 2019 until December 2022, where he oversaw the majority of its IPO – the largest of 2023. Singh previously held several leadership roles at Unisys, a global technology solutions company, culminating with his position as CFO. At Unisys, Singh was a key driver of the company’s success in the digital era, developing an innovative financial model that provided secure, software-driven services. Before that, Singh led financial strategy for Cisco, one of the world’s largest networking companies, as its Vice President of Corporate Financial Strategy and M&A. He spent several years on Wall Street as a top-ranked equities analyst. Singh is currently a member of the Board of Directors of John Wiley & Sons, a research publishing company, where he has served since December 2021, and formerly was on the Board of Directors of Affinity Federal Credit Union, a financial services firm. He also participates as a project advisor for the U.S. Department of Homeland Security and other agencies on national security and critical infrastructure issues.
Niccolo de Masi, Chairman and CEO of IonQ, commented, “Inder’s expertise has been instrumental in our efforts to strengthen IonQ’s financial foundation and scale our commercial reach. He has been an outstanding strategic partner to me as Audit Chair and Lead Independent Director, and I am confident he is the right person to drive our priorities forward as CFO and COO. Inder brings a deep knowledge of IonQ’s operations and technology, significant financial acumen, and more than three decades of experience guiding companies through periods of rapid and transformative growth. His contributions as an executive will be immediately additive as we continue to execute on IonQ’s path to build the world’s most powerful quantum computers and quantum networks.”
de Masi continued, “Additionally, I want to thank Thomas for helping bring IonQ to this moment and wish him all the best. We are now ready to embark on IonQ’s next phase of accelerated growth in both quantum computing and quantum networking, supported by our incredibly strong balance sheet and the ability to deploy new capital for strategic projects.”
Singh commented, “I am honored to take on this new role at IonQ as we advance our ambitious technology roadmap to provide real-world applications for quantum computing. When I joined IonQ’s Board in 2021, I shared my view that IonQ would deliver on quantum’s promise. I am even more confident in IonQ’s quantum computing and quantum networking trajectory today and believe we are positioned to deliver the most logical qubits and the lowest manufacturing cost for commercial systems at scale. I am excited to work with Niccolo and IonQ’s innovative team to realize these goals, create meaningful value for stakeholders and extend our industry leadership.”
IonQ is continuing to evolve its leadership team, consistent with its mission to deliver the world’s most powerful quantum computers and quantum networks, scaling to 2 million physical and 80,000 logical qubits by 2030.
About IonQ
IonQ, Inc. (NYSE: IONQ) is the leading commercial quantum computing and quantum networking company, delivering high-performance systems aimed at solving the world’s most complex problems. IonQ’s current generation quantum computers, IonQ Forte and IonQ Forte Enterprise, are the latest in a line of cutting-edge systems that have been helping customers and partners such as Amazon Web Services, AstraZeneca, and NVIDIA achieve 20x performance results.
The company is accelerating its technology roadmap and intends to deliver the world’s most powerful quantum computers with 2 million qubits by 2030 to accelerate innovation in drug discovery, materials science, financial modeling, logistics, cybersecurity, and defense. IonQ’s advancements in quantum networking also positions the company as a leader in building the quantum internet.
The company’s innovative technology and rapid growth were recognized in Newsweek’s 2025 Excellence Index 1000, Forbes’ 2025 Most Successful Mid-Cap Companies list, and Built In’s 2025 100 Best Midsize Places to Work in Washington, D.C. and Seattle, respectively. Available through all major cloud providers, IonQ is making quantum computing more accessible and impactful than ever before. Learn more at IonQ.com.
IonQ Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Some of the forward-looking statements can be identified by the use of forward-looking words. Statements that are not historical in nature, including but not limited to the terms “accelerating,” “advancements,” “building,” “continues,” “deepening,” “delivering,” “driving,” “expanding,” “growth,” “intends,” “intent,” “ongoing,” “optimizing,” and other similar expressions, are intended to identify forward-looking statements. These statements include those related to the IonQ’s quantum computing capabilities and plans; IonQ’s technology driving commercial quantum advantage in the future; the necessity, effectiveness, and future impacts of IonQ’s offerings available today; and the scalability, fidelity, efficiency, viability, accessibility, effectiveness, importance, reliability, performance, speed, impact, practicality, feasibility, and commercial-readiness of IonQ’s offerings. Forward-looking statements are predictions, projections, and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: IonQ’s ability to implement its technical roadmap; changes in the competitive industries in which IonQ operates, including development of competing technologies; IonQ’s inability to attract and retain key personnel; or IonQ’s ability to deliver, and customers’ ability to generate, value from IonQ’s offerings. You should carefully consider the foregoing factors and the other risks and uncertainties disclosed in the Company’s filings, including but not limited to those described in the “Risk Factors” section of IonQ's filings with the U.S. Securities and Exchange Commission, including but not limited to the Company's most recent Annual Report on Form 10-K and reports on Form 10-Q. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and IonQ assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. IonQ does not give any assurance that it will achieve its expectations.
Contacts
IonQ
Media contact:
press@ionq.com
IonQ
Investor Contact:
investors@ionq.com