Business Context and Reporting Period
This Form 8-K Current Report was filed by AUDIOEYE, INC. on June 17, 2026. The filing discloses a significant executive leadership change involving the appointment of a new Chief Financial Officer (CFO) and the transition of the current CFO to the role of Chief Executive Officer (CEO).
Key Financial Metrics
This filing is a current report regarding corporate governance and executive compensation; it does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The filing text does not provide a clear value for these financial indicators.
Material Changes
- Executive Appointment: The Board of Directors elected Matthew Domeyer as Chief Financial Officer, effective July 20, 2026.
- Executive Transition: Mr. Domeyer replaces Kelly Georgevich as CFO. Ms. Georgevich was appointed CEO on May 4, 2026, and will sign this report in her capacity as both CEO and CFO until the transition is complete.
- Compensation Structure:
- Base Salary: $350,000 annually.
- Signing Bonus: $75,000 one-time cash payment (subject to repayment if employment ends early for Cause or without Good Reason).
- Equity Grant: 36,000 total stock units:
- 3,000 signing RSUs (vesting in full on the first anniversary).
- 15,000 time-based RSUs (vesting quarterly from Sept 2026 to July 2027).
- 18,000 performance-based RSUs (PSUs) tied to 2026 and 2027 performance targets.
Outlook, Risks, and Contingencies
Management Commentary: The appointment is part of the Board's succession planning following Ms. Georgevich's promotion to CEO. Mr. Domeyer brings nearly 20 years of experience, including roles as Corporate Controller at Flexsteel Industries and Upsher-Smith Laboratories, and eight years at PricewaterhouseCoopers.
Termination Provisions:
- Severance: If terminated without Cause or for Good Reason, Mr. Domeyer is entitled to 12 months of base salary (if within the first year) or 6 months (if after the first year), plus COBRA coverage for the same duration.
- Change of Control: In the event of a Change of Control followed by involuntary termination (other than for Cause) or resignation for Good Reason within 12 months, all unvested RSUs and PSUs will vest in full (PSUs based on deemed achievement of targets).
Risks: The filing notes no family relationships or undisclosed transactions involving Mr. Domeyer. The primary contingency is the repayment of the signing bonus if the employment relationship ends prematurely under specific conditions.
Investor Verification Checklist
- Verify the effective date of the CFO transition (July 20, 2026) and the interim status of Kelly Georgevich.
- Review the specific performance targets for the 18,000 PSUs, which are to be established by the Compensation Committee for 2026 and 2027.
- Confirm the total equity dilution impact of the 36,000 stock units granted.
- Monitor future filings for the formal resignation of Kelly Georgevich from the CFO role and the official start of Matthew Domeyer's tenure.