AI Era Corp (AERA) appoints non-executive Vice Chairman advisor
Rhea-AI Filing Summary
AI Era Corp. entered into a Vice Chairman Agreement with Mark Iwanowski, appointing him as Vice Chairman in a non-executive, advisory capacity. He will act as an independent contractor and strategic advisor to the Chairman, focusing on strategic planning, brand positioning, investor relations, partnerships, and AI media initiatives.
The role carries no cash salary; compensation is entirely in non-qualified stock options with an annual grant valued at $150,000, plus additional options tied to first-year revenue from new clients he introduces. The agreement begins on June 12, 2026, has a one-year term with automatic renewals, and can be terminated by either party on 30 days’ notice.
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8-K Event Classification
2 items: 1.01, 9.01
2 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Annual option grant value: $150,000 in NSOs
New client incentive: 8% of First-Year Revenue
Initial term length: 1 year
+4 more
7 metrics
Annual option grant value
$150,000 in NSOs
Grant date fair market value on or about each anniversary of June 12, 2026
New client incentive
8% of First-Year Revenue
Additional NSOs equal to 8% of revenue from personally introduced new clients
Initial term length
1 year
Agreement commencing June 12, 2026, with automatic one-year renewals
Termination notice period
30 days
Either party may terminate with 30 days’ prior written notice
Vesting schedule - first tranche
50% at 6 months
Half of each annual NSO grant vests six months after the grant date
Vesting schedule - remaining
50% over next 6 months
Remaining half vests in equal monthly installments over the following six months
Effective date
June 12, 2026
Commencement date of Vice Chairman Agreement
Key Terms
Material Definitive Agreement, non-qualified stock options, independent contractor, First-Year Revenue, +1 more
5 terms
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
non-qualified stock options financial
"The sole compensation consists of equity compensation in the form of non-qualified stock options (“NSOs”)."
Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.
independent contractor regulatory
"The Vice Chairman serves as an independent contractor and strategic advisor to the Chairman."
First-Year Revenue financial
"he is eligible to receive additional NSOs equal to 8% of the First-Year Revenue generated from such New Client"
emerging growth company regulatory
"Emerging growth company [ ]"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did AI Era Corp (AERA) announce in this 8-K filing?
AI Era Corp entered a Vice Chairman Agreement with Mark Iwanowski, appointing him to a non-executive advisory role. He will support strategy, brand, investor relations, and partnership development, compensated solely through stock options rather than cash salary.
Is the new Vice Chairman at AI Era Corp (AERA) a board member or corporate officer?
No. The filing states the Vice Chairman role is not a Board of Directors position and he is not an “officer” of the company. He serves as an independent contractor and strategic advisor to the Chairman with no operational decision-making authority.
How is AI Era Corp’s new Vice Chairman compensated under the agreement?
The Vice Chairman receives no cash compensation. Instead, he is granted non-qualified stock options valued at $150,000 annually, plus additional options equal to 8% of first-year revenue from any new client he personally introduces and successfully secures.
What are the main responsibilities of the Vice Chairman at AI Era Corp (AERA)?
The Vice Chairman assists with strategic planning and execution, supports external image and brand positioning, helps investor relations, identifies strategic partners and investors, develops business opportunities, and advises on growth and AI media initiatives, without authority to sign contracts or manage operations.
What is the term and termination structure of the AI Era Corp Vice Chairman Agreement?
The agreement starts on June 12, 2026 with an initial one-year term and automatic one-year renewals. Either party can choose non-renewal with 30 days’ written notice, and either may terminate the agreement at any time with or without cause on 30 days’ prior written notice.