HawkEye 360, Inc. announced on November 10, 2026, that it has appointed William J. Burns to its Board of Directors, effective immediately. Mr. Burns will serve as a Class II director, with a term expiring at the Company’s 2028 annual meeting of stockholders.
Mr. Burns brings extensive experience in national security and diplomacy. He most recently served as Senior Advisor for Global Affairs at Evercore Inc. since June 2025. Previously, he served as Director of the Central Intelligence Agency from 2021 to January 2025, making him the first career diplomat to lead the agency. His prior government roles include United States Deputy Secretary of State from 2011 to 2014, Under Secretary of State for Political Affairs from 2008 to 2011, and U.S. Ambassador to Russia from 2005 to 2008. He also served as President of the Carnegie Endowment for International Peace from 2015 to 2021.
In accordance with the Company’s Non-Employee Director Compensation Policy, Mr. Burns will receive an annual cash compensation of $50,000 for his service on the Board. Additionally, he has been granted an initial, one-time grant of Restricted Stock Units (RSUs) with an aggregate grant date fair value of $400,000. These RSUs will vest in substantially equal annual installments over a three-year period, becoming fully vested on the third anniversary of the grant date. The grant is subject to the terms of the Company’s 2026 Equity Incentive Plan.
The Company also noted that Mr. Burns will be eligible for equity awards on the same terms as other continuing non-employee members of the Board. Under the Policy, non-employee directors receive an annual grant of RSUs with an aggregate grant date fair value of $200,000, which vest in full on the earlier of the first anniversary of the grant date or the next Annual Meeting. All outstanding grants held by a non-employee director become fully vested upon a Change in Control, subject to the director’s continuous service through that date.
HawkEye 360 stated that there are no arrangements or understandings between Mr. Burns and any other persons regarding his election as a director, and there are no family relationships between Mr. Burns and any other director or executive officer of the Company.