XTI Aerospace Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 9, 2025, the board of directors (the “Board”) of XTI Aerospace, Inc. (the “Company”) approved the extension of the post-termination exercise period for vested options to purchase the Company’s common stock that were granted, or that may be granted, to Scott Pomeroy, the Company’s Chief Executive Officer, and Soumya Das, the Chief Executive Officer of the Company’s Real-Time Location System (RTLS) Division, pursuant to the Amended and Restated XTI Aerospace, Inc. 2018 Employee Stock Incentive Plan (the “2018 Plan”), in recognition of such individuals’ services as members of the Board. The Board approved the extension of the post-termination option exercise period from three months following the date of termination of service to the expiration date of the applicable stock option, provided that such termination of service is otherwise than by reason of such individual’s death or total disability, or for cause, and subject in each case to the grantee’s written agreement to such extension. The Board approved the same extension of the post-termination exercise period with respect to options granted or to be granted to the Company’s independent directors.
The following table sets forth the terms of the outstanding stock options that were granted to Messrs. Pomeroy and Das pursuant to the 2018 Plan.
| Grantee | Number of Stock Options | Exercise Price per Share | Type of Option | Grant Date | Vesting Schedule | Expiration Date | ||||||||||
| Scott Pomeroy | 2,537 | $ | 118.25 | Incentive Stock Option | June 12, 2024 | (1) | June 12, 2034 | |||||||||
| Scott Pomeroy | 8,714 | $ | 118.25 | Non-Qualified Stock Option | June 12, 2024 | (1) | June 12, 2034 | |||||||||
| Scott Pomeroy | 2,621,100 | $ | 2.00 | Non-Qualified Stock Option | September 4, 2025 | (2) | September 4, 2035 | |||||||||
| Soumya Das | 2,537 | $ | 118.25 | Incentive Stock Option | June 12, 2024 | (1) | June 12, 2034 | |||||||||
| Soumya Das | 1,364 | $ | 118.25 | Non-Qualified Stock Option | June 12, 2024 | (1) | June 12, 2034 | |||||||||
| Soumya Das | 78,000 | $ | 2.00 | Non-Qualified Stock Option | September 4, 2025 | (2) | September 4, 2035 | |||||||||
| (1) | The stock options vest one-third annually over three years starting from the grant date. |
| (2) | One-third of the stock options vested immediately on the grant date and the remaining stock options will vest in equal quarterly installments over a two-year period. |
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURE
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.
| XTI AEROSPACE, INC. | ||
| Date: October 16, 2025 | By: | /s/ Scott Pomeroy |
| Name: | Scott Pomeroy | |
| Title: | Chief Executive Officer | |
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