Exyn Technologies, Inc. 8-K

What Happened
Exyn Technologies, Inc. filed an 8-K on May 20, 2026 disclosing Amendment No. 3 (dated May 18, 2026) to CEO Brandon Torres Declet’s Executive Employment Agreement. The amendment adds a one-time "Deal Bonus" payable only if the company closes either (i) an IPO or direct listing registration statement or (ii) a Change in Control as defined in the company’s 2025 Equity Compensation Plan. The Deal Bonus is independent of the CEO’s annual bonus and requires Mr. Declet to remain employed through the closing date to receive payment.

Key Details

• Effective date of amendment: May 18, 2026; filed on Form 8-K May 20, 2026.
• Deal Bonus triggers: first to occur of IPO/direct listing effectiveness or a Change in Control.
• Payout formula: greater of (x) a percentage of net proceeds (if net proceeds ≥ $30,000,000) — 1% if pre-money valuation ≥ $50M and < $100M, or 1.5% if pre-money valuation ≥ $100M — or (y) $225,000.
• Payment timing: 100% of any Deal Bonus payable within 15 calendar days of closing, net of taxes and withholdings.
• Additional: The amendment is filed as Exhibit 10.1 to the 8-K.

Why It Matters
This change creates a potential one-time cash (or equity-linked) payout to the CEO tied to a liquidity event (IPO or sale), which can affect the net proceeds available to other stakeholders in such a transaction. The structured tiers and $30M net-proceeds threshold clarify when the CEO becomes eligible and how large the payment could be (floor $225,000; up to 1–1.5% of net proceeds above the threshold). For investors, this is a governance and compensation item to watch when evaluating future M&A or IPO outcomes and transaction economics.