XTI Aerospace Reports Director Changes and Compensation Updates

Ticker: XTIA · Form: 8-K · Filed: Sep 5, 2025 · CIK: 1529113

Xti Aerospace, INC. 8-K Filing Summary
FieldDetail
CompanyXti Aerospace, INC. (XTIA)
Form Type8-K
Filed DateSep 5, 2025
Risk Levelmedium
Pages9
Reading Time11 min
Key Dollar Amounts$600,000, $10 m, $2.00
Sentimentneutral

Sentiment: neutral

Topics: corporate-governance, officer-compensation, director-changes

TL;DR

XTI Aero shakes up board, adjusts exec pay. Keep an eye on this.

AI Summary

XTI Aerospace, Inc. filed an 8-K on September 5, 2025, reporting on the departure of a director, the election of a new director, and changes in officer compensation arrangements. The filing also includes financial statements and exhibits, with the earliest event reported being September 4, 2025.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Director changes and compensation adjustments can indicate internal shifts that may affect future business operations and financial performance.

Key Players & Entities

FAQ

Who is the departing director from XTI Aerospace, Inc.?

The filing does not specify the name of the departing director.

Who is the newly elected director at XTI Aerospace, Inc.?

The filing does not specify the name of the newly elected director.

What specific changes were made to officer compensation arrangements?

The filing indicates changes to compensatory arrangements but does not detail the specific modifications.

What is the primary business of XTI Aerospace, Inc.?

XTI Aerospace, Inc. is primarily involved in services related to computer programming services (SIC code 7371).

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing was on September 4, 2025.

Filing Stats: 2,715 words · 11 min read · ~9 pages · Grade level 11.4 · Accepted 2025-09-05 17:22:46

Key Financial Figures

Filing Documents

02 Departure of Directors or Certain

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Michael A. Tapp as Chief Operating Officer Effective as of September 1, 2025, the compensation committee (the "Compensation Committee") of the board of directors (the "Board") of XTI Aerospace, Inc. (the "Company") appointed Michael A. Tapp as the Company's Chief Operating Officer. In connection therewith, the Company entered into an employment agreement with Mr. Tapp on September 5, 2025, effective as of September 1, 2025 (the "Employment Agreement"). Michael A. Tapp, 55, has served, since September 2024, as chairman of the Company's Corporate Advisory Board, which is assisting the Company in evaluating strategic opportunities. Mr. Tapp is an operating partner for Palingen Capital and has served in a similar role for HBC Investments, a private equity firm, after almost a decade of leadership roles at Interstate Battery where he was an officer on the senior executive team, the President of Interstate's multi-unit franchise system, and the President of Interstate's industrial power management business. He also has contributed to the Investment Committee of the SBoTX Foundation as well as to the boards of directors and corporate advisory boards of several growth stage companies with international footprints. Before joining Interstate, Michael held senior executive roles at both operating and private equity organizations while serving on the Executive Committee of the Center for New Ventures and Entrepreneurship at Texas A&M University's Mays School of Business. Pursuant to the terms of the Employment Agreement, Mr. Tapp is entitled to receive an annualized base salary of $600,000, payable according to the Company's payroll policies for senior officer employees, and which base salary is subject to an annual review between Mr. Tapp and the Company's Chief Executive Officer in light of annual tar

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. Exhibit No. Description 10.1+ Employment Agreement, dated September 1, 2025, by and between XTI Aerospace, Inc. and Michael A. Tapp. 10.2+ Form of Indemnification Agreement (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K, filed with the SEC on March 15, 2024). 10.3+ Form of Non-Qualified Stock Option Agreement pursuant to the Amended and Restated XTI Aerospace, Inc. 2018 Employee Stock Incentive Plan (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K, filed with the SEC on August 21, 2025). 10.4+ Side Letter, dated September 1, 2025, from XTI Aerospace, Inc. to Michael A. Tapp. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). + Indicates a management contract or compensatory plan, contract or arrangement. 3 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: September 5, 2025 By: /s/ Brooke Turk Name: Brooke Turk Title: Chief Financial Officer 4

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