Intuitive Machines, Inc.

Securities Trading Plans

During the three months ended December 31, 2024, certain of our officers or directors listed below adopted orterminated trading arrangements for the purchase or sale of shares of our Class A Common Stock in amounts and prices determined in accordance with a formula set forth in each such plan:

Change of Control Agreements

On March 21, 2025, all executive officers of the Company entered into Severance and Change of Control Agreements with the Company. The term of each agreement is two years. Following the initial term, the Agreements continue for successive one-year terms unless canceled by either the Company or the applicable executive officer within 30 days. The severance benefits amounts without a “change of control” under the Severance and Change of Control Agreements only apply to our named executive officers and our SVP of Space Services. Severance benefits (without a “change of control” as defined in the Severance and Change of Control Agreements ) for the executives other than the CEO is an amount equal to the sum of .75 times the executive’s base salary and executive’s target annual bonus. In addition, the executive will receive a prorated the target bonus in the year of termination. Additionally, the executive is entitled to (i) COBRA for three months; (ii) outplacement services for 12 months; (iii) pay out of vacation and (iv) the vesting of equity as follows: (a) all time based equity will vest; (b) performance based equity will vest at 50% at target and (c) vested options will have 90 days for exercise. The severance benefit provided under the CEO’s executive severance agreement is the same as for other executives, except that the CEO is eligible to receive 1.5 times his base salary and target bonus. The severance benefits under the executive Severance and Change of Control Agreements are triggered upon the applicable executive’s involuntary termination of employment by the Company without “cause” (as defined in the applicable executive Severance and Change of Control Agreements) at any time outside of the 24-month period following a “change of control” (as defined in the applicable executive Severance and Change of Control Agreements).

If a “change of control” is triggered during the applicable 24-month period change of control severance benefits are applicable for all other executives other than the CEO in an amount equal to the sum of 1.5 times (NEOs and SVP Space Services) or 1.0 (other executives) the executive’s base salary and executive’s target annual bonus. In addition, the executive will receive a prorated the target bonus in the year of termination. Additionally, each executive is entitled to (i )COBRA for 18 months (NEOs and SVP Space Services) or 12 months (other executives); (ii) outplacement services for 12 months; (ii) pay out of vacation and (iv) the vesting of equity as follows: (a) all time based equity will vest; (b) performance based equity will vest at target and (c) vested options will have 90 days for exercise. The change of control severance benefit provided under the CEO’s executive severance agreement is the same as for other executives, except that the CEO is eligible to receive 2.0 times his base salary and target bonus and COBRA for 24 months. The severance benefits under the executive Severance and Change of Control Agreements are triggered upon the applicable executive’s involuntary termination of employment by the Company without “cause” (as defined in the applicable executive Severance and Change of Control Agreements) at any during the 24-month period following a “change of control”.

The benefits described above are not payable in the event of the applicable executive’s termination for cause or a resignation by the executive without “good reason” (as defined in the applicable executive Severance and Change of Control Agreements). In the case of death or disability, only the accrued payment amount (as defined in the applicable executive Severance and Change of Control Agreements).