Business Context and Reporting Period
This Form 8-K Current Report was filed by AudioEye, Inc. on April 8, 2022, covering events occurring on April 5, 2022. The company is incorporated in Delaware and trades on The Nasdaq Capital Market under the symbol AEYE.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The report focuses exclusively on executive compensation arrangements.
Material Changes
The primary material change reported is the execution of an Amended and Restated Employment Agreement with David Moradi, the Company's Chief Executive Officer. This agreement supersedes the prior agreement dated August 20, 2020, and introduces a new equity award component.
Guidance, Outlook, and Management Commentary
The filing details a grant of 400,000 restricted stock units (RSUs) to Mr. Moradi, subject to stockholder approval for an increase in authorized shares under the 2020 Equity Incentive Plan. The vesting schedule is as follows:
- 111,706 RSUs vest on January 20, 2023.
- 111,706 RSUs vest on January 20, 2024.
- 111,706 RSUs vest on January 20, 2025.
- 64,882 RSUs vest on August 20, 2025.
Acceleration of vesting occurs if Mr. Moradi's employment is terminated without cause or due to death on or prior to August 20, 2025, or if a change in control occurs before full vesting. No forward-looking financial guidance or risk factors specific to operations were disclosed in this document.
Investor Verification Checklist
- Verify whether stockholders have approved the increase in authorized shares required for the 400,000 RSU grant.
- Review the full text of the Amended and Restated Employment Agreement (Exhibit 10.1) for additional terms not summarized in the filing.
- Confirm the impact of this equity grant on the company's total share count and potential dilution.