Digital Turbine grants CEO 204K FY27 stock units
Digital Turbine set 2027 long-term equity awards for key executives, tying half to multi-year Adjusted EBITDA and relative TSR performance and half to time-based vesting.
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Form Type
8-K
Rhea-AI Filing Summary
Digital Turbine, Inc. (APPS) approved fiscal 2027 long-term equity incentive awards for four named executives under its 2020 Equity Incentive Plan. The program splits value evenly between performance-based restricted stock units (PSUs) and time-based restricted stock units (RSUs) for CEO William Stone, CBO Michael Akkerman, Interim CFO and Chief Accounting Officer Joshua Kinsell, and CTO Benneaser John.
PSUs cover specified target share amounts and vest based on four equally weighted goals tied to Adjusted EBITDA in fiscal 2028 and 2029 and Relative Total Shareholder Return versus the S&P Software & Services Select Industry Index through June 15, 2028 and June 15, 2029. Depending on performance, 50%, 100%, or 150% of target PSUs may vest, with all earned PSUs vesting after certification on June 15, 2029, subject to continued employment. RSUs vest one-third on the first anniversary of the September 2, 2026 grant date and then in equal monthly installments through June 15, 2029, also conditioned on continued employment.
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
CEO target PSUs: 204,498 shares
CBO target PSUs: 76,687 shares
Interim CFO target PSUs: 51,124 shares
+5 more
8 metrics
CEO target PSUs
204,498 shares
Performance-based RSUs granted to William Stone as FY2027 PSU target
CBO target PSUs
76,687 shares
Performance-based RSUs granted to Michael Akkerman as FY2027 PSU target
Interim CFO target PSUs
51,124 shares
Performance-based RSUs granted to Joshua Kinsell as FY2027 PSU target
CTO target PSUs
51,124 shares
Performance-based RSUs granted to Benneaser John as FY2027 PSU target
CEO RSUs
204,498 shares
Time-based RSUs granted to William Stone under FY2027 LTI awards
Performance vesting range
50%–150% of target
PSU vesting levels at threshold, target, and maximum performance
PSU vesting date
June 15, 2029
All earned PSU shares vest on this date after certification
Grant date
September 2, 2026
Grant date for FY2027 PSU and RSU awards
Key Terms
performance-based restricted stock units, Relative Total Shareholder Return, Adjusted EBITDA, Equity Incentive Plan, +1 more
5 terms
performance-based restricted stock units financial
"consist of performance-based restricted stock units (“PSUs”) and time-based"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
Adjusted EBITDA financial
"Adjusted EBITDA performance for fiscal year 2028 (the “FY2028 EBITDA Goal”)"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Equity Incentive Plan financial
"under the Company’s 2020 Equity Incentive Plan, as amended"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
restricted stock units financial
"and time-based restricted stock units (“RSUs”) granted to each"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What executive equity awards did Digital Turbine (APPS) approve for fiscal 2027?
Digital Turbine approved FY2027 long-term incentive awards for four named executives, split 50% into performance-based RSUs and 50% into time-based RSUs, all granted under the company’s 2020 Equity Incentive Plan with a September 2, 2026 grant date.
How many PSUs did Digital Turbine (APPS) grant to each named executive?
Digital Turbine granted target PSUs covering 204,498 shares to William Stone, 76,687 to Michael Akkerman, 51,124 to Joshua Kinsell, and 51,124 to Benneaser John, all in company common stock.
What performance goals govern the PSUs in Digital Turbine’s FY2027 awards?
The PSUs are tied to four equally weighted goals: Adjusted EBITDA for fiscal 2028, Adjusted EBITDA for fiscal 2029, and Relative Total Shareholder Return versus the S&P Software & Services Select Industry Index through June 15, 2028 and June 15, 2029.
What are the possible vesting levels for Digital Turbine (APPS) PSUs?
Executives can vest in 50% of target PSUs at threshold performance, 100% at target performance, and 150% at maximum performance, with linear interpolation between levels, subject to continued employment through June 15, 2029.
When do the RSUs from Digital Turbine’s FY2027 awards vest?
One-third of each executive’s RSUs vests on the first anniversary of the September 2, 2026 grant date, and the remaining RSUs vest in equal monthly installments through June 15, 2029, conditioned on continued employment at each vesting date.
When are Digital Turbine’s PSU performance goals assessed and certified?
Goals tied to fiscal 2028 EBITDA and the first TSR period are assessed on June 15, 2028, and those tied to fiscal 2029 EBITDA and the second TSR period on June 15, 2029. All earned PSUs vest after the Compensation Committee certifies achievement on June 15, 2029.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 1, 2026
(Exact Name of Registrant as Specified in Its Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of Principal Executive Offices) | (Zip Code) | |||||||
(512 ) 387-7717
(Registrant’s Telephone Number, Including Area Code)
(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. (see General Instruction A.2. below)
| 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 | ||||||
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 September 1, 2026, the Board of Directors of Digital Turbine, Inc. (the “Company”) and the Compensation and Human Capital Management Committee of the Company (the “Compensation Committee”) approved the grant of fiscal year 2027 long-term incentive awards (the “FY2027 LTI Awards”) to the Company’s named executive officers under the Company’s 2020 Equity Incentive Plan, as amended. The FY2027 LTI Awards have a grant date of September 2, 2026 and consist of performance-based restricted stock units (“PSUs”) and time-based restricted stock units (“RSUs”) granted to each of the following named executive officers: William Stone, Chief Executive Officer; Michael Akkerman, Chief Business Officer; Joshua Kinsell, Chief Financial Officer (Interim) and Chief Accounting Officer; and Benneaser John, Chief Technology Officer. The FY2027 LTI Awards were designed to provide 50% of each executive’s long-term equity incentive value in PSUs and 50% in RSUs.
PSU Awards. Messrs. Stone, Akkerman, Kinsell and John were granted PSUs covering 204,498, 76,687, 51,124 and 51,124 target shares of Company common stock, respectively. The PSUs vest based on achievement of four equally weighted performance goals (each representing 25% of the total PSU grant): (i) Adjusted EBITDA performance for fiscal year 2028 (the “FY2028 EBITDA Goal”), assessed as of June 15, 2028; (ii) Adjusted EBITDA performance for fiscal year 2029 (the “FY2029 EBITDA Goal”), assessed as of June 15, 2029; (iii) Relative Total Shareholder Return (“Relative TSR”) for the period from the grant date to June 15, 2028, measured by comparing the Company’s percentile rank with companies in the S&P Software & Services Select Industry Index (the “Peer Index”); and (iv) Relative TSR for the period from the grant date to June 15, 2029, measured by comparing the Company’s percentile rank with companies in the Peer Index. Each executive has the opportunity to vest in such PSUs depending on the extent to which the adjusted EBITDA goals and related Relative TSR goals are achieved, with 50% vesting based on achievement of threshold performance, 100% vesting based on achievement of target performance and 150% vesting based on achievement of maximum performance. Shares attributable to the FY2028 EBITDA Goal and the first Relative TSR tranche will be assessed on June 15, 2028, and shares attributable to the FY2029 EBITDA Goal and the second Relative TSR tranche will be assessed on June 15, 2029. However, all earned PSU shares vest on date the Compensation Committee certifies achievement of all performance goals on June 15, 2029. If the Company’s achievement falls in between the performance targets, such amounts will be interpolated on a linear basis in calculating the number of PSU shares vested. PSU vesting is further conditioned on each recipient’s continued employment with the Company through the vesting date (June 15, 2029).
RSU Awards. Messrs. Stone, Akkerman, Kinsell and John were granted RSUs covering 204,498, 76,687, 51,124 and 51,124 shares of Company common stock, respectively. One-third of the RSUs will vest on the first anniversary of the grant date and the remaining shares will vest in equal monthly installments thereafter through June 15, 2029, subject to each recipient’s continued employment with the Company through each applicable vesting date.
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 thereunto duly authorized.
| 9/8/2026 | Digital Turbine, Inc. | |||||||
| By: | /s/ Joshua Kinsell | |||||||
| Joshua Kinsell | ||||||||
| Chief Financial Officer (Interim) and Chief Accounting Officer | ||||||||