Drugs Made In America Acquisition II Corp. 8-K

What Happened

• Drugs Made in America Acquisition II Corp. filed an 8-K (Apr 28, 2026) disclosing updated compensation arrangements dated April 22, 2026 for its CFO and CEO. The Company previously appointed Saleem Elmasri as CFO (Nov 17, 2025) under a Master Services Agreement with Titan Advisory Services LLC and appointed Roger E. Bendelac as CEO (Feb 28, 2026). The April 22 Updated Statement of Work and CEO Compensation Agreement formalize cash pay and equity awards tied to the Company’s initial business combination.

Key Details

• CFO (Saleem Elmasri / Titan Advisory): $3,500 per month compensation unchanged; outstanding compensation accrues as a binding obligation. Because the original 100,000-share issuance was not completed, Titan’s designated recipient (Elmasri) is now entitled to 175,000 ordinary shares, earned upon execution of a definitive agreement and to be issued at the closing of the Company’s initial business combination (within 10 days).
• CEO (Roger E. Bendelac / Aleutian Equity Holdings LLC): $4,500 per month total; $2,500 payable currently and up to $2,000 may be deferred based on cash flow (deferred amounts accrue as binding obligations). Bendelac is entitled to 250,000 ordinary shares, earned upon execution of a definitive agreement and to be issued at the closing of the Company’s initial business combination (within 10 days). The CEO agreement contains customary indemnification, liability limits, dispute resolution and governing law terms.

Why It Matters

• These agreements create explicit monthly cash compensation obligations and contingent equity awards that will dilute existing holders when issued (175,000 + 250,000 = 425,000 shares committed, subject to earning conditions). Deferred cash amounts and unpaid fees are recorded as binding obligations, which affects the Company’s liabilities. Retail investors should note the timing: the equity awards are tied to the execution of a definitive agreement and issuance at the closing of the Company’s initial business combination, not immediate stock grants.