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AIB Data Centers names Jason K. Burnett COO

The compensation terms tie salary increases to CLT1 and next-site financing closings, and bonuses to site-delivery milestones.

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Form Type
8-K

Rhea-AI Filing Summary

AIB Data Centers Inc. appointed Jason K. Burnett Chief Operations Officer, effective October 26, 2026. He will oversee construction execution, procurement and data center operations. His initial annual base salary is $250,000, rising to $300,000 upon closing of any financing relating to CLT1 and to $350,000 upon closing of any financing for the next site; salary is subject to adjustment in the company’s sole discretion.

Burnett is eligible for site-delivery bonuses for each site delivered to a customer under a signed lease, based on contracted IT load. Each bonus is earned in three stages: 25% at site-financing close and construction start, 25% at energization and commissioning completion, and 50% at customer handoff. Each stage is paid within 30 days after the CEO confirms achievement in writing. The agreement covers the first ten sites reaching customer handoff; he must be employed when each milestone is reached, and stages not yet earned or paid are forfeited upon termination.

AIB said total contracted power expanded from 65 MW to approximately 120 MW and described a binding 12-year agreement with Nebius for 50 MW of critical IT capacity at CLT1. It also entered indemnification agreements with all current directors and executive officers, subject to stated limitations and exclusions.

Filing Explained

The handoff-stage bonus may rise by up to fifty percent or fall by fifty percent; equity awards remain unspecified.

AIB reports that Burnett’s COO appointment took effect October 26, 2026 under an at-will offer letter, so the role has no fixed employment term.

The customer-handoff portion of each site bonus may rise by up to 50% at AIB’s discretion if delivery is by the lease date without using budget contingency, or fall by 50% if handoff is later than the lease grace period; if the lease sets no grace period, it is 60 days.

Burnett is eligible to participate in the 2026 Equity Incentive Plan, but the award type and terms remain for the Compensation Committee to determine.

Any equity award must provide for accelerated vesting if the company terminates Burnett without cause, or he leaves for good reason, within 12 months after a change of control.

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 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 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Initial annual base salary $250,000 per year Under the offer letter.
Annual base salary after CLT1 financing $300,000 per year Effective upon closing of any financing relating to the CLT1 site.
Annual base salary after next-site financing $350,000 per year Effective upon closing of any financing in relation to the next site.
Site bonus payment stages 25%, 25%, and 50% Financing close and construction start; energization and commissioning completion; customer handoff.
Sites covered by bonus agreement First ten sites Sites to reach customer handoff.
Total contracted power capacity Approximately 120 MW The company announced an expansion from 65 MW.
Critical IT capacity 50 MW Under a binding 12-year agreement with Nebius at the CLT1 data center campus.
Nebius agreement term 12 years Binding agreement for 50 MW of critical IT capacity at CLT1.
IT load technical
"IT load (measured in MW’s) contracted in the applicable lease"
energization technical
"energization and completion of commissioning"
Energization is the process of supplying electrical power or otherwise activating systems, equipment, or facilities so they can operate. For investors, energization signals a shift from construction or testing into commissioning and operational readiness, affecting timelines for production, revenue, regulatory inspections and safety checks—like flipping the switch that allows a new factory, power line or industrial asset to actually run and be evaluated.
at-will regulatory
"employment will commence on the Effective Date and is at-will"
change of control regulatory
"within 12 months following a change of control of the Company"
A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is Jason Burnett's AIB salary?

His initial annual base salary is $250,000, increasing to an annual rate of $300,000 upon closing of any financing relating to the CLT1 site and to $350,000 upon closing of any financing for the next site. The salary is subject to adjustment by the Company in its sole discretion.

How are Jason Burnett's AIB site-delivery bonuses paid?

For each data center site delivered to a customer under a signed lease, the bonus is determined by contracted IT load and earned in three stages: 25% at financing close and construction start, 25% at energization and commissioning completion, and 50% at customer handoff. Each stage is payable within 30 days after the CEO confirms milestone achievement in writing. Burnett must be employed when a milestone is reached to earn that stage.

Can the AIB site-delivery bonus change based on delivery timing?

The portion payable at customer handoff may be increased by up to 50%, in the Company's sole discretion, if the site is delivered by the lease delivery date without drawing on budget contingency. It may be decreased by 50% if handoff occurs later than the customer's grace period, which is 60 days if the lease sets none.

How many sites are included in Jason Burnett's AIB bonus agreement?

The agreement covers the first ten sites to reach customer handoff. Renewal after those sites is in the Company's sole discretion.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

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): October 23, 2026

 

 

 

AIB Data Centers Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-43194   39-2631241

(State or other jurisdiction

of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

1540 Broadway, Suite 1010

New York, New York

 

10036

(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (646) 493-2993

 

Not Applicable

(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 (17 CFR 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:

 

Title of each class  

Trading Symbol(s)

  Name of each exchange on which registered
Common Stock, $0.0001 par value per share   AIB   NYSE American LLC

 

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. ☐

 

 

 

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

On October 26, 2026, AIB Data Centers Inc. (the “Company”) entered into indemnification agreements (the “Indemnification Agreements”) with all of its current directors and executive officers, including the Company’s new Chief Operations Officer (as described below in Item 5.02). The Indemnification Agreements are substantially in the form approved by the Company’s Board of Directors (the “Board”) for use with each of the Company’s directors and executive officers.

 

The Indemnification Agreements provide, among other things and subject to the limitations and exclusions set forth therein, that the Company will indemnify, hold harmless and exonerate such director and/or executive officer, to the fullest extent permitted by the Delaware General Corporation Law (the “DGCL”), against all expenses and liabilities actually incurred in connection with any proceeding in which he or she is, or is threatened to be made, a party or participant by reason of his or her service to the Company, and will advance expenses incurred in connection with any such proceeding within ten days after receipt of a written request, subject to an undertaking to repay amounts advanced if it is ultimately determined that he or she is not entitled to indemnification. The Indemnification Agreements also provide that such director and/or executive officer will be covered by any directors’ and officers’ liability insurance policy maintained by the Company to the maximum extent of the coverage available for any other director or officer. The rights provided under the Indemnification Agreements are in addition to any rights the Company’s directors and executive officers may have under the DGCL and the Company’s certificate of incorporation and bylaws.

 

The foregoing description of the Indemnification Agreements does not purport to be complete and is qualified in its entirety by the full text of the form of Indemnification Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On October 23, 2026, the Board appointed Jason K. Burnett as Chief Operations Officer of the Company, effective October 26, 2026 (the “Effective Date”).

 

Jason K. Burnett, age 51, most recently served as Chief Operating Officer of Hivelocity, a data center, cloud, and hosting provider, from 2024 to 2026, where he led business operations and acquisition integration across Hivelocity’s managed services and cloud infrastructure platform. From 2020 to 2024, Mr. Burnett served as Vice President of Customer Operations at DataBank, a provider of enterprise colocation, edge data center, cloud, and managed security services, where he oversaw managed services, customer support, and service delivery, including the integration of operations across three acquisitions. Prior to joining DataBank, Mr. Burnett served as Vice President of Operations at Contegix, an Atlassian hosting partner and consulting services provider, from 2018 to 2019, and as Senior Director of Support Operations at Contegix from 2017 to 2018. Mr. Burnett has more than 20 years of experience in managed services and cloud infrastructure, including business operations, acquisition integration, and organizational growth.

 

In connection with Mr. Burnett’s appointment as Chief Operations Officer, the Company and Mr. Burnett entered into an offer letter, dated October 23, 2026 (the “Offer Letter”). Mr. Burnett’s employment will commence on the Effective Date and is at-will, meaning it is not for any specific term and may be terminated by Mr. Burnett or the Company at any time, for any reason, with or without notice or cause; provided that Mr. Burnett must provide no less than two weeks’ written notice of any resignation.

 

As consideration for his services as Chief Operations Officer, Mr. Burnett will initially be entitled to receive an annual base salary of $250,000, less applicable withholdings and deductions, which shall increase to an annual rate of $300,000 effective upon the closing of any financing relating to the Company’s CLT1 site and shall increase further to an annual rate of $350,000 effective upon the closing of any financing in relation to the Company’s next site, and which is subject to adjustment by the Company in its sole discretion. In addition, Mr. Burnett will be eligible for site delivery bonuses tied to the successful delivery of Company data center sites to customers, subject to schedule, budget and operational performance, the amounts, milestones and payment terms of which are set forth in the Bonus Agreement (as defined and described below), as well as a discretionary annual bonus. Any bonus determinations will be in the Company’s sole discretion, and no bonus will be deemed earned and payable unless Mr. Burnett is employed in good standing on the date of payment.

 

On October 23, 2026, the Company and Mr. Burnett entered into a Site Delivery Bonus Agreement, to be effective as of October 26, 2026 (the “Bonus Agreement”), under which Mr. Burnett is eligible to earn a bonus for each data center site delivered to a customer under a signed lease, in an amount determined by the IT load (measured in MW’s) contracted in the applicable lease. Each site bonus is earned and payable in three stages—25% upon the closing of site financing and commencement of construction, 25% upon energization and completion of commissioning, and 50% upon customer handoff—with each stage paid in a lump sum within 30 days after the Company’s Chief Executive Officer confirms in writing achievement of the applicable milestone by Mr. Burnett. The portion payable at customer handoff may be increased by up to 50%, in the Company’s sole discretion, if the site is delivered by the lease delivery date without drawing on budget contingency, and may be decreased by 50% if handoff occurs later than the customer’s grace period under the lease (which is to be 60 days if the lease sets none). The Bonus Agreement covers the first ten sites to reach customer handoff, after which renewal is in the Company’s sole discretion. Mr. Burnett must be employed by the Company when a milestone is reached in order to earn the applicable stage. Additionally, stages not yet earned or not yet paid are forfeited upon termination of Mr. Burnett’s employment.

 

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During his employment, Mr. Burnett will be eligible to participate in the Company’s 2026 Equity Incentive Plan (the “Plan”), with the type of equity awards, and the material terms and conditions thereof, to be determined by the Compensation Committee of the Board in its sole discretion. Any equity award granted to Mr. Burnett shall provide for the acceleration of vesting in the event his employment is terminated by the Company without cause or by Mr. Burnett for good reason within 12 months following a change of control of the Company, as each such term is defined in the Plan and/or the applicable grant agreement. Mr. Burnett will also be eligible to participate in the employee benefit programs maintained by the Company for full-time employees at his level subject to the terms of such programs and the Offer Letter.

 

The foregoing descriptions of the Offer Letter and the Bonus Agreement do not purport to be complete and are qualified in their entirety by the full text of the Offer Letter and the Bonus Agreement, copies of which are filed as Exhibit 10.2 and Exhibit 10.3, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

 

Mr. Burnett also entered into an Indemnification Agreement with the Company. For a description of the Indemnification Agreements, see Item 1.01 of this Current Report on Form 8-K, which is incorporated herein by reference.

 

There is no arrangement or understanding between Mr. Burnett and any other person pursuant to which Mr. Burnett has been appointed as Chief Operations Officer. There are no family relationships between Mr. Burnett and any of the Company’s directors or executive officers, and Mr. Burnett has no direct or indirect interest in any transaction, or any proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K.

 

Item 7.01 Regulation FD Disclosure.

 

On October 28, 2026, the Company issued a press release titled “AIB Data Centers Announces Appointment of Jason Burnett as Chief Operations Officer.” A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in this Item 7.01.

 

The information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)       Exhibits.

 

Exhibit Number   Description
10.1   Form of Indemnification Agreement
10.2#   Offer Letter, dated October 23, 2026, by and between the Company and Jason Burnett
10.3#   Site Delivery Bonus Agreement, dated October 23, 2026, by and between the Company and Jason Burnett
99.1   Press Release, dated October 28, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

#Indicates management contract or compensatory plan

 

2

 

 

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.

 

  AIB DATA CENTERS INC.
   
  By: /s/ Jerry Tang
  Name: Jerry Tang
  Title: Chief Executive Officer
   
  Date: October 28, 2026

 

 

3

 

 

Exhibit 99.1

 

 

AIB Data Centers Appoints Jason Burnett as Chief Operations Officer

 

Former Hivelocity and DataBank Executive Will Lead Construction and Operations

 

Appointment Strengthens AIB’s Ability to Deliver Its Contracted Power Capacity of 120 MW and Further Scale Its Data Center Platform

 

NEW YORK, NY – October 28, 2026 – AIB Data Centers Inc. (NYSE American: AIB) (“AIB” or the “Company”), a developer of right-sized, 40–90 MW data centers for artificial intelligence and high-performance computing customers, today announced the appointment of Jason Burnett as Chief Operations Officer, effective October 26, 2026. Mr. Burnett will report directly to Jerry Tang, Chief Executive Officer.

 

“We have secured the power and signed our anchor customer. The next priority is executing on schedule and on budget,” said Jerry Tang, Chief Executive Officer of AIB Data Centers. “Jason brings extensive experience managing complex data center operations and integrating acquisitions into a unified operating platform. His expertise in construction oversight, procurement, and operational execution will be important as we advance multiple projects.”

 

The appointment follows several recent milestones for AIB, including the expansion of its total contracted power capacity from 65 MW to approximately 120 MW and a binding 12-year agreement with Nebius (Nasdaq: NBIS) for 50 MW of critical IT capacity at the Company's CLT1 data center campus. With contracted power secured and an anchor customer in place, AIB is strengthening its operating infrastructure to support the next phase of construction and project delivery.

 

“Building a scalable data center platform requires consistent execution across every project, from procurement and construction through ongoing operations,” said Mr. Burnett. “AIB has already established a strong foundation with its contracted power portfolio and Nebius agreement. My focus will be on implementing the processes, controls, and operating standards needed to deliver projects efficiently and consistently as the portfolio grows. I look forward to working with Jerry and the team as we move into this next phase.”

 

Mr. Burnett will oversee construction execution, procurement, and data center operations, with responsibility for establishing standardized processes to support simultaneous project delivery, cost control, schedule performance, and operational efficiency as AIB scales its portfolio.

 

He brings more than 20 years of experience in data center, cloud, and managed infrastructure operations. Most recently, he served as Chief Operating Officer of Hivelocity, a provider of bare metal, colocation, and private cloud infrastructure with approximately 50 data centers globally. In that role, he held profit-and-loss responsibility across operations, infrastructure, product, engineering, and service delivery, and he oversaw platform integration following four acquisitions. Prior to that, he served as Vice President of Customer Operations at DataBank, Ltd., and held operations leadership positions at Contegix, Hosting.com, and NeoSpire, where he was the company's third employee and helped launch its first data center. He began his career in the United States Marine Corps, serving in the Information Systems Management Office of the 8th Engineer Support Battalion at Camp Lejeune, North Carolina.

 

 

 

 

About AIB Data Centers

 

AIB Data Centers Inc. is a developer and operator of digital infrastructure focused on AI hosting and high-performance computing workloads. The Company's platform combines access to reliable, scalable power resources with modular infrastructure deployment designed to accelerate the development of next-generation compute capacity.

 

For more information, visit https://www.aib.us/.

 

Forward-Looking Statements

 

This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements may be identified by the use of words such as “may,” “could,” “will,” “should,” “would,” “expect,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “project” or “continue” or the negative of these terms or other comparable terminology. These statements are based on management’s current expectations and are subject to risks and uncertainties that could cause actual results to differ materially, including the Company’s ability to attract and retain key personnel, the availability of capital and project financing, the timing and completion of construction, utility and interconnection work, including at the Company’s CLT1 data center campus, customer demand, the Company’s ability to satisfy its obligations under customer agreements, changes in applicable laws, regulations or utility requirements, and other factors described in the Company’s filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement except as required by law.

 

Investor Relations

Chris Tyson

Executive Vice President

MZ Group - MZ North America

Phone: (949) 491-8235

AIB@mzgroup.us

www.mzgroup.us

 

Media Relations

Alex Petersen

Director of Media Relations

Tigercomm

Phone: (203) 313-7699

media@aib.us

 

 

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