STOCK TITAN

Avalanche Treasury (AVAT) grants 3.8M options to CEO and COO

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Avalanche Treasury Corporation granted stock options under its 2026 Omnibus Incentive Plan to two senior executives. On July 12, 2026, the Compensation Committee approved options to purchase 2,700,000 shares of Class A common stock for Chief Executive Officer Gerald Bartholomew Smith and 1,100,000 shares for Chief Operating Officer Laine Mihalchick Moljo, each with an exercise price of $0.54 per share.

In connection with accepting these awards, both executives forfeited and waived all rights to performance-vesting restricted stock units provided under their employment offer letters. The options vest in equal installments on January 12, 2027, 2028 and 2029, subject to continued employment, and will fully vest upon certain terminations of employment in a defined period around a Change in Control. The options expire on the tenth anniversary of the grant date, and the detailed form of option agreement will be filed with the Form 10-Q for the quarter ending September 30, 2026.

Positive

  • None.

Negative

  • None.
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.
CEO option grant size 2,700,000 shares Stock options to purchase Class A common stock granted to CEO on July 12, 2026
COO option grant size 1,100,000 shares Stock options to purchase Class A common stock granted to COO on July 12, 2026
Exercise price $0.54 per share Exercise price per share of Class A common stock for both option awards
Vesting dates January 12, 2027, 2028, 2029 Options vest in equal installments on these dates, subject to continued employment
Change in Control window 60 days before to 1 year after Period around a Change in Control during which certain terminations trigger full vesting
Option term 10 years Option awards expire on the tenth anniversary of the July 12, 2026 grant date
2026 Omnibus Incentive Plan financial
"granted under the Company’s 2026 Omnibus Incentive Plan (the “Plan”)"
performance-vesting restricted stock units financial
"forfeited and waived all rights and entitlements to receive any performance-vesting restricted stock units"
Performance-vesting restricted stock units are a form of employee pay where future company shares are granted only if the business meets specific targets, such as revenue, profit, or stock-price goals. Think of them as a bonus you earn only when certain milestones are hit; for investors they matter because they can increase the number of shares outstanding if goals are met and they reveal how management is being motivated to hit particular financial or operational objectives.
Change in Control financial
"one year following a Change in Control (as defined in the Plan)"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
Cause financial
"other than a termination of employment for Cause or resignation"
Good Reason financial
"resignation by Mr. Smith or Ms. Mihalchick Moljo for Good Reason"

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What executive stock options did Avalanche Treasury (AVAT) grant on July 12, 2026?

Avalanche Treasury granted options to purchase 2,700,000 shares to its CEO and 1,100,000 shares to its COO at an exercise price of $0.54 per share, under the company’s 2026 Omnibus Incentive Plan.

What is the vesting schedule for the new AVAT executive stock options?

The option awards vest in three equal installments on January 12, 2027, 2028, and 2029. Vesting is conditioned on each executive’s continued employment with Avalanche Treasury Corporation or its subsidiaries through the relevant vesting date.

What did AVAT executives forfeit in exchange for these stock option awards?

Upon accepting the option awards, the CEO and COO each forfeited and waived all rights and entitlements to receive any performance-vesting restricted stock units that had been provided under their respective employment offer letters.

How do Change in Control provisions affect the new AVAT options?

If an executive’s employment terminates under specified conditions during the period from 60 days before to one year after a Change in Control, any unvested portion of the option awards will vest in full on the termination date.

When do the Avalanche Treasury (AVAT) executive stock options expire?

The option awards have a ten-year term. They will expire on the tenth anniversary of the July 12, 2026 grant date, unless exercised earlier or otherwise terminated under their terms.

Where will investors find the full AVAT stock option agreement terms?

Avalanche Treasury plans to file the form of stock option agreement as an exhibit to its quarterly report on Form 10-Q for the period ending September 30, 2026, providing the detailed contractual terms.
false 0002092446 0002092446 2026-07-12 2026-07-12 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

 

FORM 8-K

 

 

REPORT PURSUANT TO
SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): July 12, 2026

 

 

Avalanche Treasury Corporation

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

 

 

Delaware   001-43345   39-4863126
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

 

    11 W. 42nd Street 2nd Floor    
    New York, NY   10036
    (Address of principal executive offices)   (Zip Code)

 

(332) 240-1155
(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:

 

¨ 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
Class A common stock, par value $0.01 per share   AVAT   The Nasdaq Stock Market 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 x

 

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 July 12, 2026, the Compensation Committee of the Board of Directors of Avalanche Treasury Corporation (the “Company”) granted under the Company’s 2026 Omnibus Incentive Plan (the “Plan”) stock options to purchase 2,700,000 shares of the Company’s Class A common stock, par value $0.01 per share (“Class A Common Stock”), to Gerald Bartholomew Smith, the Company’s Chief Executive Officer, and stock options to purchase 1,100,000 shares of Class A Common Stock to Laine Mihalchick Moljo, the Company’s Chief Operating Officer (collectively, the “Option Awards”), at an exercise price per share of Class A Common Stock equal to $0.54. Upon accepting their respective Option Awards, Mr. Smith and Ms. Mihalchick Moljo each forfeited and waived all rights and entitlements to receive any performance-vesting restricted stock units under the terms of their respective employment offer letters.

 

The Option Awards vest in equal installments on January 12, 2027, 2028, 2029, subject to continued employment with the Company or its subsidiaries through the applicable vesting date. If Mr. Smith’s or Ms. Mihalchick Moljo’s employment with the Company or its subsidiaries terminates for any reason other than a termination of employment for Cause or resignation by Mr. Smith or Ms. Mihalchick Moljo for Good Reason (as each such term is defined in their respective employment offer letters) during the period beginning 60 days prior to and ending one year following a Change in Control (as defined in the Plan), any unvested portion of the Option Awards will vest in full on the date of such termination of employment. The Option Awards will expire on the tenth anniversary of the grant date.

 

The foregoing description of the Option Awards does not purport to be complete and is subject to, and qualified in its entirety by reference to the full text of the form of stock option agreement pursuant to which the Option Awards were granted, a copy of which will be filed as an exhibit to the Company’s quarterly report on Form 10-Q for the period ending September 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 thereunto duly authorized.

 

Dated: July 16, 2026

 

  AVALANCHE TREASURY CORPORATION
     
  By: /s/ Gerald Bartholomew Smith
  Name: Gerald Bartholomew Smith
  Title: Chief Executive Officer

 

 

 

Filing Exhibits & Attachments

3 documents