Duos Technologies Group, Inc. Announces CEO & COO Employment Agreements

What Happened

• Duos Technologies Group, Inc. filed an 8‑K on Sept. 17, 2026 (Item 5.02) disclosing new employment agreements for CEO F. Douglas Recker and COO Dipan Patel.
• The Recker Agreement (entered Aug. 17, 2026) is effective April 1, 2026 and runs through March 31, 2029 (auto‑renewing annually unless timely non‑renewed). The Patel Agreement (entered Sept. 1, 2026) is effective June 15, 2026 and runs through June 14, 2029 (also auto‑renewing).
• Both agreements set base pay, annual performance bonuses tied to revenue and profitability metrics, equity grants with time- and performance‑based vesting, and specified severance and change‑of‑control protections.

Key Details

• CEO F. Douglas Recker: base salary $650,000; Target Bonus = 125% of base; bonus max = 200% of Target Bonus; 2026 bonus calculation not prorated. Bonus weighting: 60% revenue (revenue‑doubling scale) and 40% EBITDA margin.
• CEO equity: retains existing 400,000 restricted shares vesting Jan 1, 2028 (accelerates to Apr 1, 2027 if 2026 scorecard is met at target) and may receive up to 880,000 additional restricted shares in two tranches (440,000 each; 40% time‑based, 60% performance‑based). All outstanding equity accelerates on a Change of Control.
• COO Dipan Patel: base salary $375,000; Target Bonus = 80% of base; eligible for pro‑rated 2026 bonus as if employed full year. Mr. Patel received 200,000 restricted shares subject to a three‑year cliff vesting (fully vesting June 30, 2029); vesting accelerates on Change of Control.
• Termination and severance: If terminated without Cause, each executive receives accrued pay, a pro‑rated bonus, cash severance equal to 1.0x (base + target bonus), and up to 12 months COBRA coverage; for terminations within 3 months before or 12 months after a Change of Control the cash severance is 1.5x (base + target bonus) and COBRA up to 18 months, with full equity vesting.

Why It Matters

• The filings formalize leadership compensation and retention for the company’s CEO and COO, tying substantial pay to revenue growth and EBITDA margin goals and including significant equity awards that may vest on performance or accelerate on a change of control.
• For investors, the agreements signal management stability and align executive pay with company performance, but also introduce potentially material equity awards (Recker: up to 1,280,000 restricted shares including retained and future grants; Patel: 200,000) that could affect share dilution if fully issued and vested.
• Review the filed agreements (Exhibits 10.1 and 10.2 in the 8‑K) and the company’s outstanding share count to assess the quantitative dilution and compare pay incentives to future reported revenue and EBITDA results.