Home/Filings/4/0000899243-20-023323
4//SEC Filing

Sero Capital LLC 4

Accession 0000899243-20-023323

CIK 0001362190other

Filed

Aug 23, 8:00 PM ET

Accepted

Aug 24, 6:33 PM ET

Size

13.8 KB

Accession

0000899243-20-023323

Insider Transaction Report

Form 4
Period: 2020-08-20
Moradi David
DirectorCHIEF EXECUTIVE OFFICER10% Owner
Transactions
  • Award

    Common Stock

    2020-08-20+50,000300,586 total
  • Award

    Common Stock

    2020-08-20+55,000250,586 total
Holdings
  • Common Stock

    (indirect: By LLC)
    2,731,265
Transactions
  • Award

    Common Stock

    2020-08-20+55,000250,586 total
  • Award

    Common Stock

    2020-08-20+50,000300,586 total
Holdings
  • Common Stock

    (indirect: By LLC)
    2,731,265
Footnotes (6)
  • [F1]Reflects the grant of performance share awards ("PSAs") under the AudioEye, Inc. 2019 Equity Incentive Plan, as amended from time to time (the "Plan"), which PSAs will vest upon the earlier of (i) the Volume Weight Average Price ("VWAP") of AudioEye, Inc.'s (the "Issuer") common stock being in excess of $25 on The Nasdaq Stock Market LLC ("NASDAQ") over 20 Consecutive Trading Days prior to August 20, 2025 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to August 20, 2025, and will be settled promptly after the vesting date.
  • [F2]In addition to the shares reported herein, this reflects 40,417 previously granted restricted stock units ("RSUs") under the Plan, of which (i) 11,280 RSUs will vest on December 6, 2020, subject to David Moradi's continuing service with the Issuer through such date, and will be settled on the earlier of (A) December 6, 2026 and (B) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5), (ii) 17,857 RSUs will vest on November 8, 2020, subject to David Moradi's continuing service with the Issuer through such date, and will be settled promptly after the vesting date but no later than March 15, 2021, and (iii) 11,280 RSUs will vest on May 20, 2021, subject to David Moradi's continuing service with the Issuer through such date, and will be settled on the earlier of (X) May 20, 2027 and (Y) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5).
  • [F3]Securities of the Issuer held directly by David Moradi.
  • [F4]Reflects the grant of PSAs under the Plan, which PSAs will vest upon the earlier of (i) the VWAP of the Issuer's common stock being in excess of $50 on NASDAQ over 20 Consecutive Trading Days prior to August 20, 2025 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to August 20, 2025, and will be settled promptly after the vesting date.
  • [F5]Reflects the grant of PSAs under the Plan, which PSAs will vest upon the earlier of (i) the VWAP of the Issuer's common stock being in excess of $100 on NASDAQ over 20 Consecutive Trading Days prior to August 20, 2025 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to August 20, 2025, and will be settled promptly after the vesting date.
  • [F6]Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

Issuer

AUDIOEYE INC

CIK 0001362190

Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001751296

Filing Metadata

Form type
4
Filed
Aug 23, 8:00 PM ET
Accepted
Aug 24, 6:33 PM ET
Size
13.8 KB