Intuitive Machines, Inc. (0001844452) (Filer)

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): October 21, 2026

INTUITIVE MACHINES, INC.

(Exact name of registrant as specified in its charter)

13467 Columbia Shuttle Street

Houston, TX 77059

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (281) 520-3703

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 x

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. o

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Resignation of Director

On October 21, 2026, Michael Blitzer resigned from the Board of Directors (the “Board”) of Intuitive Machines, Inc. (the “Company”), including as a member of the Nominating and Corporate Governance Committee, Conflict Committee and Audit Committee and as Chair of the Compensation Committee of the Board, effective immediately. Mr. Blitzer’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Appointment of Director

On October 22, 2026, the Board, upon the recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Dr. Christopher Scolese as a Class II director to fill the vacancy on the Board resulting from the resignation of Michael Blitzer, effective as of October 22, 2026, to serve for an initial term expiring at the Company’s annual meeting of stockholders to be held in 2027 and until his successor is duly elected and qualified or until his earlier death, resignation, disqualification or removal. Dr. Scolese has also been appointed to serve as a member of the Audit Committee and the Nominating and Corporate Governance Committee of the Board and as Chair of the Conflicts Committee of the Board.

Dr. Scolese is eligible to participate in the Company’s Non-Employee Director Compensation Program, the terms of which are described in the Director Compensation section of the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 24, 2026, under the heading “Director Compensation Plan.”

The Company expects to enter into the Company’s standard form of indemnification agreement with Dr. Scolese.

On October 22, 2026, the Company issued a press release announcing the appointment of Dr. Scolese to the Board, a copy of which is filed as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

1

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.

2