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CEO Ahmad Moradi exits AI Era Corp (AERA) with limited separation benefits

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

AI Era Corp. reported that Dr. Ahmad Moradi resigned as Chief Executive Officer, effective immediately on May 7, 2026. The company states his resignation was not due to any disagreement over operations, policies, or practices.

Under a Separation and Release Agreement dated May 8, 2026, Dr. Moradi will receive only accrued but unpaid base salary, a pro-rated remote-work stipend subject to documentation, and approved unreimbursed business expenses through the termination date, payable within seven days. He will not receive severance, accelerated equity vesting, consulting fees, benefits continuation, or other termination benefits. The agreement includes a mutual general release of claims, including under the Age Discrimination in Employment Act, and his reaffirmation of ongoing confidentiality, non-competition, non-solicitation, and non-disparagement obligations.

Positive

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Insights

CEO departs immediately with limited exit package and standard releases.

The resignation of Dr. Ahmad Moradi as CEO of AI Era Corp. is a significant leadership change, especially given its immediate effectiveness on May 7, 2026. The company explicitly notes the departure is not due to disagreements on operations, policies, or practices.

The Separation and Release Agreement limits compensation to accrued salary, a pro-rated remote-work stipend, and approved expenses, with no severance, equity acceleration, consulting fees, or benefits continuation. This suggests a tightly controlled exit structure and preserves cash, though no dollar amounts are disclosed.

The agreement’s mutual general release, including claims under the Age Discrimination in Employment Act, plus reaffirmed confidentiality, non-compete, non-solicitation, and non-disparagement covenants, aims to reduce legal and competitive risk after the transition. Future disclosures in company filings may clarify long-term leadership plans and any strategic impact.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
CEO termination date May 7, 2026 Effective resignation date of Dr. Ahmad Moradi as CEO
Separation Agreement date May 8, 2026 Date of Separation and Release Agreement between AI Era Corp. and Dr. Moradi
Final compensation payment timing Within seven days Deadline to pay accrued salary, stipend, and expenses after termination date
Employment Agreement date March 1, 2026 Original Employment Agreement referenced for termination benefits and obligations
Separation and Release Agreement financial
"the Company and Dr. Moradi entered into a Separation and Release Agreement dated May 8, 2026"
mutual general release of claims regulatory
"The Separation Agreement also contains a mutual general release of claims"
Age Discrimination in Employment Act regulatory
"including a release of claims under the Age Discrimination in Employment Act, as amended by the Older Workers Benefit Protection Act"
non-competition financial
"including confidentiality, non-competition, non-solicitation, and non-disparagement covenants"
A non-competition is a contractual restriction that prevents a person or business from starting or working in a competing business within a specified time and geographic area after leaving a job or completing a transaction. It matters to investors because it acts like a temporary fence around customers, trade secrets and know‑how, helping protect future revenue and company value; weak or unenforceable restrictions can increase the risk of customer loss and competitive erosion.
non-solicitation financial
"including confidentiality, non-competition, non-solicitation, and non-disparagement covenants"
A non-solicitation clause is a contractual promise that one party will not actively try to lure away another party’s employees, customers, or suppliers. For investors, it signals protection of a company’s workforce and client base after a deal or partnership—reducing the risk that key staff or revenue sources will be poached and therefore helping preserve the business’s value, predictability, and post-transaction earnings. Think of it as an agreement not to knock on a neighbor’s door to take their business or team.
non-disparagement financial
"including confidentiality, non-competition, non-solicitation, and non-disparagement covenants"
A non-disparagement provision is a promise in an agreement that one party will not make negative public statements about the other, like a vow to avoid “badmouthing” a business or its leaders. Investors care because such promises protect reputation and can limit public criticism that might affect a company’s stock price, signal unresolved disputes, or introduce legal risk if enforcement leads to further costs or constrained disclosure.
Understanding 8-K Material Events →
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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549
____________________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): May 7, 2026

 

AI Era Corp.

(Exact name of registrant as specified in its charter)

 

Nevada 000-55979 37-1740351
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

 

 

144 Main Street,

Mt. Kisco, NY

 

 

10549

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (917) 336-2398

 

______________________

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

[ ] Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)
   
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company   [ ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.      [ ]

 

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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.(b) Departure of Principal Officer

 

On May 7, 2026, Dr. Ahmad Moradi resigned as Chief Executive Officer of AI Era Corp. (the “Company”), effective immediately on May 7, 2026 (the “Termination Date”). Dr. Moradi’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

 

In connection with his resignation, the Company and Dr. Moradi entered into a Separation and Release Agreement dated May 8, 2026 (the “Separation Agreement”). Pursuant to the Separation Agreement, Dr. Moradi will receive only his accrued but unpaid base salary, pro-rated remote-work stipend (subject to documentation), and any approved unreimbursed business expenses through the Termination Date (the “Final Compensation”), payable within seven days of the Termination Date. The Separation Agreement confirms that Dr. Moradi is not entitled to any severance payments, accelerated vesting of equity, consulting fees, benefits continuation, or any other termination benefits under his Employment Agreement dated March 1, 2026. The Separation Agreement also contains a mutual general release of claims (including a release of claims under the Age Discrimination in Employment Act, as amended by the Older Workers Benefit Protection Act) and Dr. Moradi’s reaffirmation of his surviving post-termination obligations under the Employment Agreement (including confidentiality, non-competition, non-solicitation, and non-disparagement covenants).

 

The foregoing description of the Separation Agreement is qualified in its entirety by reference to the full text of the Separation Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No. Description
10.1 Separation and Release Agreement, dated May 8, 2026, by and between AI Era Corp. and Dr. Ahmad Moradi (filed herewith).
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

AI Era Corp.

 

By: /s/ Chiyuan Deng
Chiyuan Deng
President and Director

Date: May 11, 2026

 

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Source: View Original Filing on SEC EDGAR

FAQ

Why did AI Era Corp. (AERA) CEO Ahmad Moradi resign?

Dr. Ahmad Moradi resigned as CEO of AI Era Corp. effective May 7, 2026. The company states his resignation was not due to any disagreement regarding operations, policies, or practices, indicating no disclosed internal dispute triggered the leadership change in this filing.

What compensation will former AI Era Corp. (AERA) CEO Ahmad Moradi receive?

Under the May 8, 2026 Separation and Release Agreement, Dr. Moradi will receive only accrued but unpaid base salary, a pro-rated remote-work stipend subject to documentation, and approved unreimbursed business expenses through May 7, 2026, paid within seven days of that termination date.

Does former AI Era Corp. (AERA) CEO Ahmad Moradi receive severance or equity acceleration?

The Separation Agreement states Dr. Moradi is not entitled to severance payments, accelerated vesting of equity, consulting fees, benefits continuation, or other termination benefits under his March 1, 2026 Employment Agreement, limiting his exit package to final earned compensation items only.

What post-termination obligations does former AI Era Corp. (AERA) CEO Ahmad Moradi retain?

Dr. Moradi reaffirms surviving obligations from his Employment Agreement, including confidentiality, non-competition, non-solicitation, and non-disparagement covenants. These ongoing restrictions are intended to protect AI Era Corp.’s business interests and sensitive information after his immediate May 7, 2026 departure.

When was the Separation and Release Agreement between AI Era Corp. and Ahmad Moradi signed?

The Separation and Release Agreement between AI Era Corp. and Dr. Ahmad Moradi is dated May 8, 2026. It was executed shortly after his May 7, 2026 termination date and is filed as Exhibit 10.1, providing the contractual framework for his departure terms.

Filing Exhibits & Attachments

4 documents

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