Expion Energy Appoints New CFO; Board Changes and Annual Meeting Deadlines

What Happened

• Expion Energy, Inc. (NASDAQ: XPON) filed an 8‑K announcing that on August 25, 2026 the Board appointed Robert Winspear as Chief Financial Officer, Secretary and Treasurer, effective immediately. Winspear (age 61) has 30+ years of executive experience and will serve as the company’s principal financial and accounting officer. His employment agreement has a one‑year renewable term and provides an initial base salary of $285,000 (increasing to $300,000 upon timely filing of the 2026 Form 10‑K), eligibility for an annual cash incentive, and equity inducements.
• The filing also reports board turnover: directors Brian Schaffner and Tien Q. Nguyen resigned effective August 26, 2026, and Joseph Hammer resigned effective August 28, 2026. Scott Burell was appointed Chairman following Hammer’s resignation. On August 28, 2026 the Board appointed Marc Jarvis as a director; Jarvis has extensive oil & gas executive and investment banking experience and an indirect interest in an overriding royalty interest (ORRI) held by Cynergy Advisors in an Exploration Agreement with the company. Former CFO Shawna Bowin resigned July 29, 2026 and will assist the transition through about October 31, 2026.

Key Details

• CFO compensation and equity: $285,000 annual base salary (rises to $300,000 upon timely 2026 10‑K), annual cash bonus eligibility, 30,000 restricted stock units (RSUs) granted at hire and a contingent option grant for 15,000 shares upon timely 2026 10‑K filing.
• Equity vesting: 25% of each award vests on the first anniversary, remainder vests in 12 equal quarterly installments, subject to continued employment.
• Severance if terminated without Cause or resigns for Good Reason: 12 months of base salary, any earned unpaid bonus, target bonus for year of termination, and up to 12 months COBRA coverage (subject to release and restrictive covenants).
• Annual meeting and stockholder deadlines: 2026 annual meeting expected November 4, 2026 (record date Sept 15, 2026); revised deadline for Rule 14a‑8 proposals, advance‑notice director nominations and universal‑proxy notices is September 10, 2026.

Why It Matters

• Leadership and reporting: appointing a new CFO is material for financial reporting, SEC filings and investor communications; Winspear will be the principal financial/officer signing officer going forward.
• Governance and strategy: notable board turnover (three resignations, new chairman, new director with oil & gas expertise and an indirect interest in the company’s Exploration Agreement) could influence oversight of Expion’s exploration activities and corporate strategy.
• Shareholder action items: stockholders who want to submit proposals or nominate directors for the 2026 meeting must meet the new September 10, 2026 deadlines and follow the Company’s bylaws and SEC rules.