Fermi Inc. filed a Form 8-K on August 14, 2026, disclosing that its Board of Directors appointed Lee McIntire as Chief Executive Officer, effective August 11, 2026, and entered into an Employment Agreement outlining his compensation terms.

Key Highlights

  • New CEO appointed: Lee McIntire was appointed Chief Executive Officer effective August 11, 2026, and will continue to serve as a director of the company.
  • Base salary: The Employment Agreement provides for an annualized base salary of $750,000.
  • Annual bonus: McIntire is eligible for a target annual bonus equal to 100% of his base salary, with a maximum bonus equal to 200% of the target bonus.
  • Housing allowance: McIntire is entitled to a monthly housing allowance of $15,000.
  • RSU award: The company will grant McIntire restricted stock units with a grant date fair market value of $3,000,000 under the 2025 Long-Term Incentive Plan.
  • Vesting schedule: 100% of the restricted stock units cliff vest on the first anniversary of the grant date, subject to continued employment.
  • Emerging growth company: Fermi Inc. indicated it is an emerging growth company and has elected not to use the extended transition period for new or revised financial accounting standards.

Fermi Inc. CEO Appointment: Compensation and Equity Terms

According to the filing, Fermi Inc. (NASDAQ:FRMI) disclosed that its Board of Directors appointed Lee McIntire, who already served as a director of the company, as Chief Executive Officer on August 11, 2026. The appointment continues until a successor CEO is appointed by the Board. McIntire will continue serving as a director without additional compensation for those services, the filing stated.

The Employment Agreement, as described in the filing, provides McIntire with an annualized base salary of $750,000, a target annual bonus equal to 100% of that base salary, and a maximum bonus equal to 200% of the target bonus. The filing noted that the annual bonus will be prorated based on the number of days McIntire serves as CEO during each calendar year. He is also entitled to a monthly housing allowance of $15,000. Severance provisions cover accrued obligations including unpaid base salary, accrued but unused vacation, vested benefits, and unreimbursed business expenses. In the event of termination due to death or disability, the filing states the annual bonus for the preceding calendar year, to the extent unpaid, is also included in severance.

In connection with the appointment, the company will grant McIntire an RSU award with a grant date fair market value of $3,000,000 under the 2025 Long-Term Incentive Plan. The filing described accelerated vesting triggers including the 60th day following a successor CEO appointment, a change in control in which the award is not assumed, termination without cause within twelve months following a change in control, or McIntire's death or disability. If McIntire is terminated without cause or resigns for good reason, a pro-rata portion of the restricted stock units will vest based on days elapsed between the grant date and the vesting date.

What Was Disclosed

Fermi Inc. disclosed the appointment of Lee McIntire as CEO effective August 11, 2026, along with the key terms of his Employment Agreement and a $3,000,000 RSU award under the 2025 Long-Term Incentive Plan, as reported in an 8-K filed August 14, 2026.