Alphega Innovations Corp. Announces Executive Employment Deals, 2M Shares

What Happened
Alphega Innovations Corp. filed an 8‑K reporting that on August 26, 2026 the company entered into executive employment agreements with President & CEO Luis Carlos Ung and COO Shabnoor Shah. The Board (with each executive abstaining from votes on their own terms) approved the agreements and authorized an aggregate of 2,000,000 shares of common stock under those agreements. Separately, on August 25, 2026 the Board appointed Lionel Pinuer as a director and Interim Chairman.

Key Details

• Employment agreements effective August 26, 2026 and run through December 31, 2028, automatically renewing for one‑year terms unless 90 days’ prior notice of non‑renewal is given.
• Equity: each executive is entitled to annual grants of 500,000 common shares per service year (July 24–July 23); Board approved initial aggregate issuance of 2,000,000 shares (1,000,000 to each executive covering prior service periods). These initial grants are fully earned and 100% vested upon Board approval and not forfeitable solely due to later termination.
• Cash pay and bonus: the agreements do not set base salaries (the Board will establish any cash salary); each executive is eligible for an annual performance bonus with a target up to 50% of base salary. As of the filing, no cash base salary had been established.
• Severance and protections: if terminated without Cause (or resigning for Good Reason) and the executive signs a release, severance includes 12 months’ base pay, pro‑rata bonus at target, COBRA premium reimbursement, and pro‑rata equity vesting; severance extends to 18 months and full vesting of unvested awards if termination occurs on or within 12 months after a Change of Control. Agreements include confidentiality/IP protections, potential post‑employment nonsolicit (max 12 months unless separately agreed), a clawback policy, Wyoming law governance, and arbitration provisions.
• Board change: Lionel Pinuer appointed Interim Chairman (effective Aug 25, 2026). The filing notes Pinuer is CEO/CFO of DentonX Inc.; Mr. Ung also serves in leadership roles at DentonX.

Why It Matters
These filings formalize executive compensation and equity arrangements for the company’s top officers, with substantial stock awards (500,000 shares per year each and initial 1,000,000 each fully vested) that can materially affect share count and executive incentives. Investors should note that no cash base salaries were set at filing, meaning compensation is equity‑heavy and subject to future Board resolutions. The severance and change‑of‑control vesting provisions provide protections to executives that could accelerate dilution if a transaction occurs. The appointment of an Interim Chairman with ties to a company where the CEO also serves may be relevant for governance oversight going forward.