Material Agreement (Form 8-K)

Item 1.01 Entry Into a Material Definitive Agreement.

On February 27, 2026 (the "Closing Date"), Intuitive Machines, Inc. (the "Company"), a Delaware corporation, completed the previously announced issuance and sale of shares of the Company's Class A common stock, par value $0.0001 per share (the "Common Stock") at a price of $15.12 per share for an aggregate purchase price of $175 million to certain institutional investors or their affiliates (collectively, the "Investors") led by global institutional investors pursuant to the terms of the Securities Purchase Agreement, dated as of February 25, 2026 (the "Purchase Agreement"). As contemplated by the Purchase Agreement, on the Closing Date, the Company entered into a Registration Rights Agreement (the "Registration Rights Agreement") with each of the Investors. The Registration Rights Agreement requires the Company to file a registration statement registering the shares of Common Stock issued to the Investors for resale no later than April 1, 2026. For a description of the terms of the Purchase Agreement and the Registration Rights Agreement, refer to the Company's Current Report on Form 8-K,filed on February 25, 2026, which descriptions are incorporated herein by reference.

Such descriptions do not purport to be complete and, in the case of the Registration Rights Agreement, is subject to, and qualified in its entirety by, the full text of the Registration Rights Agreement, the form of which is attached hereto as Exhibit 10.1, and is incorporated herein by reference.