Odysight.ai Inc. 8-K

What Happened

• Odysight.ai Inc. announced that its Board, on May 19, 2026, approved an award of options to Ronen Tanami, who was appointed Chief Operating Officer on May 13, 2026.
• The award grants options to purchase 40,000 shares of common stock under the Company’s 2024 Stock Incentive Plan with an exercise price of $5.09 per share. Vesting: one‑third of the options vest on the first anniversary of the grant; the remaining two‑thirds vest over the next two years in eight equal quarterly installments. The options include acceleration of vesting upon a change of control.

Key Details

• Award date/approval: May 19, 2026; COO appointment: May 13, 2026.
• Option amount: 40,000 shares; exercise price: $5.09 per share.
• Vesting schedule: 1/3 at one year, remaining 2/3 over 2 years in eight quarterly installments.
• Plan and terms: granted under the 2024 Stock Incentive Plan; acceleration on change of control.

Why It Matters

• This is an equity-based compensation grant tied to Mr. Tanami’s service as COO, aligning his incentives with shareholder value over multiple years.
• If exercised, the options would increase the number of outstanding shares and have a dilutive effect; vesting and change-of-control acceleration affect timing of that potential dilution.
• For investors, the filing is a routine disclosure of executive hiring and compensation terms that can inform assessments of management incentives and potential future dilution.