Airgain (NASDAQ: AIRG) ends CTO role, shifts resources to growth platforms

Rhea-AI Filing Summary

Airgain, Inc. terminated the employment of Chief Technology Officer Ali Sadri, Ph.D., effective April 17, 2026, and eliminated the Office of the CTO. Certain resources are being reassigned to the product development team to support planned accelerated commercialization of the company’s growth platforms.

Under his severance agreement, Dr. Sadri is eligible for a lump-sum cash payment of $325,000, representing 12 months of base salary, plus $57,164 as a prorated 2026 target bonus. He will also receive 12 months of company-paid COBRA health coverage and vesting of equity awards that would have vested in the 12 months following his termination.

Insights

Corporate governance analyst

Airgain removes its CTO role, pays standard severance, and reallocates resources toward product commercialization.

The departure of Chief Technology Officer Ali Sadri and elimination of the Office of the CTO indicate a structural change in how Airgain manages technology and product strategy. The company explicitly ties this move to accelerating commercialization of its growth platforms by shifting resources directly into product development.

The severance package includes a $325,000 cash payment equal to 12 months’ base salary, a $57,164 prorated 2026 target bonus, 12 months of company-paid COBRA coverage, and vesting of equity awards scheduled within 12 months after termination. These terms appear consistent with executive-level separation arrangements and are conditioned on a release of claims and restrictive covenants.

From a governance perspective, the change concentrates responsibility in the product development team rather than a separate CTO office. Future disclosures in upcoming reports, including the Form 10-Q for the quarter ending June 30, 2026, may provide more context on how this structural shift affects execution of Airgain’s growth platforms.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

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.

Key Figures

Severance cash payment: $325,000 Prorated 2026 bonus: $57,164 Health coverage duration: 12 months +3 more

6 metrics

Severance cash payment $325,000 Lump sum equal to 12 months of base salary for former CTO

Prorated 2026 bonus $57,164 Lump sum cash payment for prorated 2026 target bonus

Health coverage duration 12 months COBRA health coverage at company expense after termination

Equity vesting period 12 months Awards vesting that would have vested in 12 months post-termination

Termination effective date April 17, 2026 Effective date of CTO employment termination

Separation agreement filing period Quarter ending June 30, 2026 Separation agreement to be filed with Form 10-Q

Key Terms

COBRA, severance agreement, equity awards, Office of the CTO, +1 more

5 terms

COBRA financial

"continued health coverage under COBRA at the Company’s expense for 12 months"

COBRA is a U.S. federal law that lets employees and their dependents temporarily keep employer-sponsored health insurance after job loss, reduction in hours, or other qualifying events by paying the premiums themselves. Investors should care because offering COBRA can affect a company’s cash flow, administrative costs and legal disclosures when workforce changes occur—similar to a former club member paying to keep their membership active after leaving the club.

severance agreement financial

"eligible to receive severance benefits under his existing severance agreement"

equity awards financial

"vesting of all outstanding equity awards that otherwise would have vested"

Equity awards are payments to employees or directors made in the form of company stock or rights to buy stock later, serving as a way to share ownership rather than cash. For investors, they matter because they align staff incentives with company performance, can increase the number of shares outstanding over time (which can reduce each share’s claim on profits), and create compensation costs that affect reported earnings.

Office of the CTO financial

"the Company eliminated the Office of the CTO and reassigned certain resources"

general release of claims financial

"subject to his execution and non-revocation of a separation agreement containing a general release of claims"

Understanding 8-K Material Events →

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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): April 16, 2026

AIRGAIN, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-37851	95-4523882
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
3611 Valley Centre Drive Suite 150
San Diego, California				92130
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 760-579-0200

(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, par value $0.0001 per share		AIRG		Nasdaq Capital Market

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

On April 16, 2026, Airgain, Inc. (the “Company”) terminated the employment of Ali Sadri, Ph.D., the Company’s Chief Technology Officer, effective April 17, 2026. In connection with this change, the Company eliminated the Office of the CTO and reassigned certain resources to the product development team to support the planned accelerated commercialization of its growth platforms. Dr. Sadri will be eligible to receive severance benefits under his existing severance agreement, subject to his execution and non-revocation of a separation agreement containing a general release of claims and standard restrictive covenants. These benefits include: a lump sum cash payment of $325,000, representing 12 months of base salary; a lump sum cash payment of $57,164, representing his prorated target bonus for 2026; continued health coverage under COBRA at the Company’s expense for 12 months following his last day of employment; and vesting of all outstanding equity awards that otherwise would have vested during the 12 months following the effective date of termination.

The foregoing description of the separation agreement with Dr. Sadri is qualified in its entirety by reference to the separation agreement, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending June 30, 2026.

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.

				AIRGAIN, INC.
Date: April 21, 2026						/s/ Michael Elbaz
						Michael Elbaz Chief Financial Officer and Secretary

FAQ

What executive change did Airgain (AIRG) announce in this 8-K?

Airgain terminated the employment of Chief Technology Officer Ali Sadri, Ph.D., effective April 17, 2026, and eliminated the Office of the CTO. Resources from that office are being reassigned to the product development team to support accelerated commercialization of Airgain’s growth platforms.

What severance payments will Airgain (AIRG) make to former CTO Ali Sadri?

Airgain agreed to pay Dr. Sadri a lump sum of $325,000, equal to 12 months of base salary, plus a lump sum of $57,164 for his prorated 2026 target bonus. These cash payments are contingent on his signing and not revoking a separation agreement.

What health and equity benefits does the former Airgain (AIRG) CTO receive?

Dr. Sadri will receive continued health coverage under COBRA at Airgain’s expense for 12 months after his last employment day. In addition, all outstanding equity awards that would have vested during the 12 months following his termination date will vest, subject to the required separation agreement.

How is Airgain (AIRG) reallocating resources after eliminating the Office of the CTO?

After eliminating the Office of the CTO, Airgain is reassigning certain resources to its product development team. The company states this reallocation is intended to support the planned accelerated commercialization of its growth platforms, directly linking personnel changes to product-focused execution efforts.

What conditions apply to the Airgain (AIRG) severance agreement with Ali Sadri?

The severance benefits are subject to Dr. Sadri’s execution and non‑revocation of a separation agreement. That agreement must include a general release of claims and standard restrictive covenants, and will be filed as an exhibit to Airgain’s Form 10‑Q for the quarter ending June 30, 2026.

Filing Exhibits & Attachments

1 document

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