Brag House Holdings, Inc. 8-K

What Happened

• Brag House Holdings, Inc. filed an 8-K on Feb 11, 2026 reporting that Chief Financial Officer Chetan Jindal resigned effective February 5, 2026 to pursue other opportunities. The board appointed Rene Rodriguez, the company’s Controller, as Acting Chief Financial Officer effective February 5, 2026.
• Mr. Rodriguez (age 42) served as Controller since March 1, 2025 and previously provided finance and accounting services to the company as an independent contractor from June 1, 2022 to Feb 28, 2025. He is a CPA (Florida), a Certified Fraud Examiner, and holds BA and Master's degrees in Accounting from Florida International University.

Key Details

• Compensation history: Mr. Rodriguez received approximately $187,993 in 2025 for his services as an independent contractor and Controller.
• Equity awards: On June 24, 2025 he received options to buy 100,000 shares at $0.839 (25,000 vested on grant; 25,000 vest each year on June 24, 2026–2028). On July 18, 2025 he received 50,000 options at $1.00 that were fully vested on grant.
• Employment agreement (subsidiary Brag House Inc.): Mr. Rodriguez will serve as Controller of the Brag House Division upon closing of the pending merger with House of Doge Inc., with an annual base salary of $150,000, potential annual bonus up to 10% (50% cash / 50% equity), up to $1,000/month health reimbursement, standard benefits, a 30‑day resignation notice, and three months’ base pay if terminated without Cause (subject to a separation release). Agreement includes non‑compete, non‑disparagement, and confidentiality provisions.
• Related‑party and family: No family relationships with current officers/directors were reported; compensation and option grants disclosed as related‑party transactions under Regulation S‑K Item 404(a).

Why It Matters

• A CFO change is material because it affects who leads the company’s financial reporting and controls. Mr. Rodriguez’s appointment provides continuity since he already served as Controller and as a long‑time contractor to the company.
• Investors should note disclosed compensation and equity grants (which can affect dilution) and the employment terms tied to a planned merger with House of Doge Inc., plus severance and restrictive covenants that could affect retention and costs. The 8‑K documents the facts but does not include forward‑looking financial guidance.