8-K
IonQ, Inc. (IONQ)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 25, 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 DriveCollege 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:
| 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 Departures of Directors or Certain Officers; Electionof Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of New Director
On September 25, 2025, the Board of Directors (the “Board”) of IonQ, Inc. (the “Company”), following the recommendation of the Nominating and Corporate Governance Committee of the Board, appointed John W. Raymond to serve as a member of the Board, effective immediately. General Raymond was appointed as a Class I director whose term will expire at the Company’s 2028 Annual Meeting of Stockholders.
There is no arrangement or understanding between General Raymond and any other person pursuant to which he was selected as a director, and there is no family relationship between General Raymond and any of the Company’s other directors or executive officers. There are no transactions between General Raymond and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
As a non-employee director of the Company, General Raymond will be eligible to receive cash and equity compensation for his services in accordance with the policy for director compensation approved by the Board from time to time. Currently this includes an annual base retainer of $147,500, paid quarterly, and an initial RSU award with a grant date value (using the Company’s standard methodology for director grants) equal to a pro-rated portion of the $220,000 annual RSU grant.
In connection with General Raymond’s appointment to the Board, the Company and General Raymond entered into the Company’s standard form of indemnification agreement, the form of which was filed as Exhibit 10.13 to the Company’s Form 8-K (File No. 001-39694), filed with the U.S. Securities and Exchange Commission on October 4, 2021. This agreement requires the Company to indemnify General Raymond to the fullest extent permitted by Delaware law, for certain liabilities to which he may become subject as a result of his affiliation with the Company.
As General Raymond joins, Bill Scannell is expected to resign as a member of the Board and assuming the role of Senior Commercial Advisor.
Item 8.01 Other Events.
A copy of the press release announcing the appointment of General Raymond to the Board 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.
| ExhibitNo. | Description |
|---|---|
| 99.1 | Board of Directors Press Release, dated September 29, 2025 |
| 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: September 29, 2025 | By: | /s/ Paul T. Dacier |
| Paul T. Dacier | ||
| Chief Legal Officer and Corporate Secretary |
EXHIBIT 99.1
FINAL
IonQ Appoints General John W. “Jay” Raymond to Board of Directors
“Father of the U.S. Space Force” and former Chief of Space Operations brings nearly fourdecades of national security and leadership experience to IonQ
[Photo Caption: President Donald J. Trump shakes General John W. “Jay” Raymond’s handafter being named the first Chief of Space Operations and first member of the United States Space Force]*
COLLEGE PARK, MD – September 29, 2025 - IonQ (NYSE: IONQ), the leader in the quantum computing and networking industries, today announced the appointment of General John W. “Jay” Raymond to its Board of Directors. A globally recognized leader in space and national security operations, General Raymond most recently served as the first Chief of Space Operations for the U.S. Space Force.
“General Raymond’s career has been defined by innovation, service, and mission-critical leadership,” said Niccolo de Masi, Chairman and CEO at IonQ. “His strategic vision, trusted relationships, and deep understanding of complex global security challenges will be invaluable to IonQ as we continue to expand partnerships with governments and defense agencies across quantum computing, networking, and sensing - on the ground and in space.”
Over his almost 40-year military career, General Raymond has held key leadership positions at every level across nuclear, space, air, and cyber operations. His leadership roles included command of the 5^th^ Space Surveillance Squadron, 30^th^ Operations Group, 21^st^ Space Wing, 14^th^ Air Force, Air Force Space Command, Joint Forces Space Component Command, and United States Space Command. For General Raymond’s work establishing the U.S. Space Force, he has been widely referred to as the “Father of the Space Force.” He retired from military service on January 1, 2023.
Currently, General Raymond serves as a Senior Managing Director for Cerberus Capital Management. He also serves on the board of Impulse Space and Planet Labs, chairs the Board of Trustees for Arnold Air Society and Silver Wings, and holds advisory roles at Stanford University’s Hoover Institute and the Center for Strategic and International Studies.
“IonQ is at the forefront of quantum innovation, with products that are vital for national security,” said General Raymond. “The commercial and national security sectors are intrinsically interconnected, therefore quantum solutions are necessary to protect assets, enable resilient communications, and unlock new capabilities in space operations. I’m honored to join IonQ’s Board and contribute to the company’s important mission.”
General Raymond’s appointment reflects IonQ’s continued investment in advancing quantum technologies that support the evolving needs of government, defense, and space partners. As Raymond joins, Bill Scannell, President of Global Sales and Customer Operations at Dell Technologies, is evolving his role with IonQ from Board member to Senior Commercial Advisor — supporting IonQ’s global go-to-market motion and growth plan.
Additional recent strategic and industry hires include Dean Acosta, Paul Dacier, Dr. Marco Pistoia, Dr. Rick Muller, and Robert Cardillo. These appointments showcase the company’s ongoing commitment to building a world-class team capable of delivering on its leading quantum technology roadmap.
About IonQ
IonQ, Inc. [NYSE: IONQ] is the leading commercial quantum computing and 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 position 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 DC 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 are intended to identify forward-looking statements. These statements include those related to the IonQ’s quantum computing and networking capabilities and plans; IonQ’s technology driving commercial quantum advantage or delivering scalable, fault-tolerant quantum computing in the future; the relevance and utility of quantum algorithms and applications run on IonQ’s quantum computers; 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 ability to deliver, and customers’ ability to generate, value from IonQ’s offerings; IonQ’s ability to deliver higher speed and fidelity gates with fewer errors, enhance information transfer and network accuracy, or reduce noise and errors; IonQ’s ability to sell effectively to government entities and large enterprises; changes in laws and regulations affecting IonQ’s and its suppliers’ businesses; IonQ’s ability to implement its business plans, forecasts, roadmaps and other expectations, to identify and realize partnerships and opportunities, and to engage new and existing customers; IonQ’s ability to effectively enter new markets; IonQ’s ability to deliver services and products within currently anticipated timelines; IonQ’s inability to attract and retain key personnel; IonQ’s inability to effectively integrate its acquisitions; IonQ’s customers deciding or declining to extend contracts into new phases; the inability of IonQ’s suppliers to deliver components that meet expectations timely; changes in U.S. government spending or policy that may affect IonQ’s customers; and risks associated with U.S. government sales, including availability of funding and provisions that allow the government to unilaterally terminate or modify contracts for convenience; changes in laws and regulations affecting IonQ’s patents; and IonQ’s ability to maintain or obtain patent protection for its products and technology, including with sufficient breadth to provide a competitive advantage. 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 most recent periodic financial report (10-Q or 10-K) filed by IonQ with the Securities and Exchange Commission. 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. IonQ may or may not choose to practice or otherwise use the inventions described in the issued patents in the future.
*Photo of PresidentDonald J. Trump greeting General John W. “Jay” Raymond after being named the first Chief of Space Operations and first memberof the United States Space Force on Friday, Dec. 20, 2019 at Hangar 6 at Joint Base Andrews, Maryland. Official White House Photo byShealah Craighead. See also Withthe stroke of a pen, U.S. Space Force becomes a reality publishedDec. 20, 2019 by Secretary of the Air Force Public Affairs
Contacts
IonQ Media contact:
press@ionq.co
IonQ Investor Contact:
investors@ionq.co