Precipio, Inc. 8-K

What Happened

• Precipio, Inc. (PRPO) announced on Dec. 22, 2025 that its Compensation Committee approved executive pay changes to reinforce retention and align incentives with long‑term goals. Salary increases take effect Jan. 1, 2026 and 2026 cash bonuses were set for the named executives. The Committee also approved performance-based equity awards (stock options) under the company’s Amended and Restated 2017 Stock Option and Incentive Plan.
• Named executive cash changes: Ilan Danieli — salary $350,000 and $200,000 bonus; Zaki Sabet — salary $300,000 and $150,000 bonus; Ayman Mohamed — salary $300,000 and $150,000 bonus. The Committee cited operational restructuring, improved cash management, stronger financial discipline, and planned commercial expansion as reasons for the changes.
• Equity awards: an aggregate 70,000 performance-based stock options were granted to the named executives, with additional performance-based options granted to senior management (amount for senior management not specified). These options vest only if a 10‑day volume‑weighted average price (VWAP) of the common stock exceeds $40; there is no time‑based vesting and awards expire unvested if the performance condition is not met.

Key Details

• Salary effective date: January 1, 2026.
• 2026 cash bonuses: Danieli $200,000; Sabet $150,000; Mohamed $150,000.
• Performance grant: 70,000 options to named executives; additional unspecified options to senior management.
• Vesting condition: 10-day VWAP > $40 per share; no time-based vesting — options vest only if performance target is achieved.

Why It Matters

• For investors, the changes show the company is refocusing executive pay toward performance and retention as Precipio pursues commercial expansion. The $40 VWAP hurdle links equity compensation directly to long‑term share‑price improvement.
• The salary and bonus increases raise near‑term cash compensation obligations, while the performance-only options limit dilution unless the high stock‑price target is met. Both moves provide insight into management priorities and may affect future dilution and executive incentives.