8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 17, 2022

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Virgin Galactic Holdings, Inc.

(Exact name of registrant as specified in its charter)

____________________________Delaware001-3820285-3608069(State or other jurisdictionof incorporation)(CommissionFile Number)(I.R.S. EmployerIdentification No.)

(575) 424-2100

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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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:

Securities registered pursuant to Section 12(b) of the Act:

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.

Departure of Director

On February 17, 2022, Chamath Palihapitiya notified the Board of Directors (the “Board”) of Virgin Galactic Holdings, Inc. (the “Company”) of his decision to resign, effective immediately, from his position as Chairperson of the Board and a member of the Board. Mr. Palihapitiya’s resignation was to pursue other opportunities and did not result from any disagreements with the Company or any matter relating to the Company’s operations, policies or practices. Current Board member Evan Lovell has been appointed to serve as Interim Chairperson of the Board until a permanent Chairperson has been identified and appointed.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

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.