Exhibit 10.24
December 2, 2025 Thomas Kramer
Via email
Re: Separation Agreement Dear Thomas:
This letter sets forth the substance of the separation agreement (the “Agreement”) between you and IonQ, Inc. (the “Company”).
December 2, 2025 Thomas Kramer
Via email
Re: Separation Agreement Dear Thomas:
This letter sets forth the substance of the separation agreement (the “Agreement”) between you and IonQ, Inc. (the “Company”).
may be required by law. Notwithstanding the foregoing, nothing in this Agreement shall limit your right to voluntarily communicate with the Equal Employment Opportunity Commission, United States Department of Labor, the National Labor Relations Board, the Securities and Exchange Commission, other federal government agency or similar state or local agency or to discuss the terms and conditions of your employment with others to the extent expressly permitted by Section 7 of the National Labor Relations Act.
claims pursuant to any federal, state or local law, statute, or cause of action; tort law; or contract law (individually a “Claim” and collectively “Claims”). The Claims you are releasing and waiving in this Agreement include, but are not limited to, any and all Claims that any of the Company Parties:
Notwithstanding the foregoing, other than events expressly contemplated by this Agreement you do not waive or release rights or Claims that may arise from events that occur after the date this waiver is executed. Also excluded from this Agreement are any Claims which cannot be waived by law, including, without limitation, any rights you may have under applicable workers’ compensation laws and your right, if applicable, to file or participate in an investigative proceeding of any federal, state or local governmental agency. Nothing in this Agreement shall prevent you from filing, cooperating with, or participating in any proceeding or investigation before the Equal Employment Opportunity Commission, United States Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission or any other federal government agency, or similar state or local agency (“Government Agencies”), or exercising any rights pursuant to Section 7 of the National Labor Relations Act. You further understand this Agreement does not limit your ability to voluntarily communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. While this Agreement does not limit your right to receive an award for information provided to the Securities and Exchange Commission, you understand and agree that, you are otherwise waiving, to the fullest extent permitted by law, any and all rights you may have to individual relief based on any Claims that you have released and any rights you have waived by signing this Agreement. If any Claim is not subject to release, to the extent permitted by law, you waive any right or ability to be a class or collective action representative or to otherwise participate in any putative or certified class, collective or multi-party action or proceeding based on such a Claim in which any of the Company Parties is a party. This Agreement does not abrogate your existing rights under any Company benefit plan or any plan or agreement related to equity ownership in the Company; however, it does waive, release and forever discharge Claims existing as of the date you execute this Agreement pursuant to any such plan or agreement.
with an attorney prior to execution of this Release. Once you have executed this Release, you may revoke the Release at any time during the seven (7) day period following your execution of the Release. After seven (7) days have passed following your execution of this Release, your execution of this Release shall be final and irrevocable (such date, the “Release Effective Date”).
You agree that if the Company is successful in whole or part in any legal or equitable action against you under this Agreement, you agree to pay all of the costs, including reasonable attorneys’ fees, incurred by the Company in enforcing the terms of this Agreement.
deemed to have been entered into and will be construed and enforced in accordance with the laws of the State of Maryland as applied to contracts made and to be performed entirely within Maryland. All amounts hereunder shall be subject to reduction for applicable tax withholdings. The payment timing of severance benefits hereunder shall remain subject to Section 8 of the Executive Severance Plan with respect to Section 409A (as defined in the Executive Severance Plan).
[Remainder of Page is Intentionally Left Blank]
If this Agreement is acceptable to you, please sign below.
I wish you good luck in your future endeavors.
Sincerely,
/s/ Paul T. Dacier
Paul T. Dacier
Chief Administrative Officer
IonQ, Inc.
Date: December 2, 2025
AGREED TO AND ACCEPTED
/s/ Thomas Kramer
Thomas Kramer Date: 12/2/25
Grant Date |
Award Type |
Estimated Number of Shares Vesting Pursuant to the Separation Agreement |
02/19/21 |
NSO |
257,970 |
08/18/22 |
NSO |
57,841 |
08/18/22 |
RSU |
38,727 |
08/15/23 |
RSU |
28,680 |
03/04/24 |
RSU |
53,304 |
08/15/23 |
PSU |
305,920 |
02/21/25 |
RSU |
23,765 |