IonQ (IONQ) appoints William F. Scannell as new Class II director

Rhea-AI Filing Summary

IonQ, Inc. reported a change in its board of directors. On March 19, 2026, the Board expanded its size and elected William F. Scannell, age 63, as a Class II director effective March 20, 2026. His term will run until the 2026 Annual Meeting of Stockholders. Mr. Scannell will also serve on the Board’s Compensation Committee and will receive the standard compensation provided to other non-affiliated directors under IonQ’s Non-Employee Director Compensation Policy. The company states there are no special arrangements leading to his selection and no related-party transactions requiring disclosure.

8-K Event Classification

2 items: 5.02, 9.01

2 items

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.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): March 19, 2026

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				20740
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 301 298-7997

(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 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 19, 2026, the Board of Directors (the “Board”) of IonQ, Inc., a Delaware corporation (the “Company”), on the recommendation of the Nominating and Corporate Governance Committee of the Board, added a seat to the Board and elected William F. Scannell, age 63, to the resulting vacancy, effective March 20, 2026. The vacancy to which Mr. Scannell was appointed is for a Class II director whose term will expire at the Company’s 2026 Annual Meeting of Stockholders. Mr. Scannell serves on the Compensation Committee of the Board.

After his appointment, Mr. Scannell will be entitled to the same compensation as the other non-affiliated directors under the Company’s Non-Employee Director Compensation Policy (the “Policy”), which is attached as Exhibit 10.26 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on February 25, 2026.

There are no arrangements or understandings between Mr. Scannell and any other person pursuant to which he was selected as a director, and he does not have a direct or indirect material interest in any transaction or proposed transaction that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
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:	March 25, 2026	By:	/s/ Paul T. Dacier
			Paul T. Dacier Chief Legal Officer and Corporate Secretary

FAQ

What board change did IonQ (IONQ) disclose in this 8-K filing?

IonQ disclosed that its Board of Directors added a new seat and elected William F. Scannell as a Class II director effective March 20, 2026. His term runs until IonQ’s 2026 Annual Meeting of Stockholders, reflecting an expansion rather than a replacement on the Board.

Who is the new director appointed to IonQ (IONQ)’s Board?

IonQ’s Board elected William F. Scannell, age 63, as a Class II director. He fills a newly created seat, not a vacancy from a departing director, and his term will expire at IonQ’s 2026 Annual Meeting of Stockholders according to the company’s disclosure.

What committee will William F. Scannell serve on at IonQ (IONQ)?

William F. Scannell will serve on IonQ’s Compensation Committee of the Board. This committee oversees director and executive pay matters. His role there aligns with his position as a non-employee director, receiving compensation under IonQ’s Non-Employee Director Compensation Policy.

How will IonQ (IONQ) compensate its new director William F. Scannell?

IonQ will compensate William F. Scannell under its existing Non-Employee Director Compensation Policy, the same framework used for other non-affiliated directors. That policy is filed as Exhibit 10.26 to IonQ’s Form 10-K for the year ended December 31, 2025.

Did IonQ (IONQ) report any related-party transactions involving William F. Scannell?

IonQ stated that William F. Scannell has no direct or indirect material interest in any transaction or proposed transaction requiring disclosure under Item 404(a) of Regulation S-K. The company also reported no arrangements or understandings with other parties leading to his selection.

What is the term classification of IonQ (IONQ)’s new director William F. Scannell?

William F. Scannell was appointed as a Class II director on IonQ’s Board. His term as a Class II director will expire at IonQ’s 2026 Annual Meeting of Stockholders, consistent with the company’s classified board structure disclosed in the filing.

Filing Exhibits & Attachments

1 document

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