Earth Science Tech, Inc. 8-K

What Happened Earth Science Tech, Inc. filed an 8-K on Feb. 17, 2026 reporting its third fiscal quarter 2026 results (press release attached) and disclosing governance and compensation changes agreed Feb. 15, 2026. The company and its executives—CEO Giorgio R. Saumat and COO Mario G. Tabraue—mutually rescinded their prior Amended Employment Agreements (originally dated Dec. 30, 2024) and waived all revenue-based bonuses and variable compensation for the interim period. The company also entered an Omnibus Amendment with all directors that lowers board meeting attendance pay.

Key Details

• Rescission effective Feb. 15, 2026 of the prior Amended Employment Agreements for CEO Giorgio R. Saumat and COO Mario G. Tabraue; both executives remain at-will and at the pleasure of the Board.
• Executives waived revenue-based bonuses and other variable compensation during the interim period; interim terms remain in effect until after the July 2026 Annual Meeting of Shareholders.
• Omnibus Amendment (Feb. 15, 2026) reduces director meeting attendance compensation to $2,000 per meeting for all directors, including independent directors Jeff P.H. Cazeau and Emiliano Curia, MD. Other director agreement terms (e.g., confidentiality, indemnification) remain unchanged.
• The company issued two press releases on Feb. 17, 2026: one reporting Q3 FY2026 results (Exhibit 99.1) and another outlining initiatives to advance its public company strategy (Exhibit 99.2).

Why It Matters These disclosures show the company is adjusting executive and director pay practices and promoting governance changes ahead of its July 2026 Annual Meeting. For investors, the filing signals temporary changes to compensation structure (waived variable pay for executives and lower per-meeting director fees) and provides the company’s latest quarterly results and strategic update via the attached press releases.