AI Era Corp. 8-K

What Happened AI Era Corp. (AERA) filed an 8-K on March 2, 2026 disclosing that Chiyuan (Fred) Deng resigned as Chief Executive Officer effective March 1, 2026 but will continue as President and Chief Financial Officer and remains a director. The Board appointed Ahmad Moradi as CEO effective March 1, 2026. The company entered into employment agreements with both Moradi and Deng (dated March 1, 2026) and adopted the AI Era Corp. 2026 Incentive Plan.

Key Details

• CEO change: Chiyuan Deng resigned as CEO effective March 1, 2026; Ahmad Moradi appointed CEO same date. Deng remains President/CFO and a director.
• Moradi compensation highlights: 3‑year term (auto-renews), $500,000 one-time sign‑on paid in common stock (priced $0.80–$1.00 per share), $144,000 annual base salary (≥50% cash), $30,000 remote stipend, 2,000,000 stock options (vesting 25%/35%/40% over 3 years), eligibility for up to ~1,250,000 performance shares, severance = 150% of remaining base salary plus full option vesting on certain terminations.
• Deng compensation highlights: 3‑year term, $300,000 one‑time sign‑on in stock (priced $0.80–$1.00 per share), $144,000 base salary, $30,000 remote stipend, 1,500,000 stock options (vesting 25%/35%/40%), eligibility for up to ~750,000 performance shares, severance = 125% of remaining base salary plus full option vesting on certain terminations.
• 2026 Incentive Plan: Board adopted a plan reserving up to 10,000,000 shares for equity awards to employees, officers, directors and consultants.

Why It Matters This filing signals a top‑level leadership change and sets material executive compensation and equity incentives that could affect shareholder dilution and ongoing cash compensation levels. The large option grants, sign‑on stock payments and a 10 million share reserve under the new incentive plan are intended to attract and retain executives but may increase potential dilution. Deng’s continued role as President/CFO provides continuity in operations and finance while a new CEO leads strategy. Investors should note the specified severance and acceleration protections, the non‑compete/non‑solicit terms, and that final performance targets for additional awards will be set within 90 days.