Aspira Women’s Health details CEO exit terms

Aspira Women’s Health Inc. filed an amended report detailing the separation terms for former Chief Executive Officer Michael Buhle, who ceased serving as CEO effective June 17, 2026.

Filing Impact

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Filing Sentiment

(Neutral)

Form Type

8-K/A

Rhea-AI Filing Summary

Aspira Women’s Health Inc. filed an amended report detailing the separation terms for former Chief Executive Officer Michael Buhle, who ceased serving as CEO effective June 17, 2026. The company and Mr. Buhle entered into a Separation Agreement and General Release on June 27, 2026, which becomes effective after a seven-day revocation period.

Under the agreement, Mr. Buhle will receive cash severance of $200,000, equal to six months of base salary, paid in installments, plus company-paid COBRA health and dental premiums for six months. The company will also accelerate vesting of stock options for 64,583 shares at an exercise price of $0.07 per share, exercisable for 90 days after the effective date, while all other unvested awards are forfeited.

Any shares from these options are subject to a 90-day lock-up from each exercise, a daily sale cap of 2,500 shares, a minimum sale price of $0.45 per share, and broker and notice requirements. The agreement includes mutual releases, non-disparagement, confidentiality, and continued restrictive covenants, and the company reiterates that Mr. Buhle’s departure did not result from any disagreement over operations, policies, or practices.

8-K Event Classification

2 items: 5.02, 9.01

2 items

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 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Cash severance: $200,000 Initial severance installment: $4,615.38 Accelerated options: 64,583 shares +5 more

8 metrics

Cash severance $200,000 Six months of base salary under Separation Agreement

Initial severance installment $4,615.38 Prorated amount in July 15, 2026 payroll run

Accelerated options 64,583 shares Unvested stock options vesting as of Effective Date

Option exercise price $0.07/share Exercise price of newly vested stock options

COBRA coverage period 6 months Company-paid health and dental premiums after Separation Date

Option exercise window 90 days Period after Effective Date to exercise newly vested options

Post-lock-up sale cap 2,500 shares/day Maximum daily sale volume of acquired shares

Share sale price floor $0.45/share Minimum price at which sales of acquired shares are permitted

Key Terms

Separation Agreement and General Release, COBRA, lock-up period, non-disparagement, +2 more

6 terms

Separation Agreement and General Release financial

"the Company and Mr. Buhle entered into a Separation Agreement and General Release (the “Separation Agreement”)"

COBRA financial

"pay the premiums for continuation of health and dental insurance coverage under COBRA for Mr. Buhle"

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.

lock-up period financial

"a lock-up period of 90 calendar days from the applicable exercise date"

A lock-up period is a fixed time after a stock offering during which company insiders and early investors are legally barred from selling their shares. It matters because when that restriction expires a large block of previously locked-up shares can enter the market at once, potentially lowering the stock price or spiking trading volume—like opening a floodgate—so investors monitor these dates to anticipate price moves and manage risk.

non-disparagement financial

"The Separation Agreement contains mutual non-disparagement and confidentiality provisions"

A non-disparagement provision is a promise in an agreement that one party will not make negative public statements about the other, like a vow to avoid “badmouthing” a business or its leaders. Investors care because such promises protect reputation and can limit public criticism that might affect a company’s stock price, signal unresolved disputes, or introduce legal risk if enforcement leads to further costs or constrained disclosure.

Section 409A of the Internal Revenue Code financial

"The Separation Agreement is intended to comply with or be exempt from Section 409A of the Internal Revenue Code"

Age Discrimination in Employment Act financial

"including claims under the Age Discrimination in Employment Act, Title VII of the Civil Rights Act"

FAQ

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

What severance will former CEO Michael Buhle receive from Aspira Women’s Health (AWHL)?

Michael Buhle will receive cash severance of $200,000, equal to six months of base salary. Payments are made in regular payroll installments after the Separation Agreement becomes effective, with a small prorated portion advanced in mid-July 2026.

How are Michael Buhle’s stock options treated in the Aspira Women’s Health (AWHL) separation?

Unvested options for 64,583 shares at a $0.07 exercise price will vest on the agreement’s effective date. He then has 90 days to exercise them, while all other unvested options and equity awards are forfeited and cancelled as of the Separation Date.

What restrictions apply to Aspira Women’s Health (AWHL) shares sold by Michael Buhle after exercising options?

Shares from the newly vested options face a 90-day lock-up from each exercise, a maximum of 2,500 shares sold per trading day, a minimum sale price of $0.45 per share, and sales must go through an agreed broker with advance written notice.

Does Aspira Women’s Health (AWHL) cover Michael Buhle’s health insurance after his departure?

The company will pay COBRA premiums for health and dental coverage for Michael Buhle and eligible dependents for six months after the Separation Date. This benefit ends earlier if he becomes eligible for reasonably comparable benefits through new employment.

Did Michael Buhle leave Aspira Women’s Health (AWHL) due to disagreements with the company?

The company states that Michael Buhle’s departure was not due to any disagreement regarding operations, policies, or practices. This reiteration aims to clarify that his separation stems from other circumstances, not a reported conflict with management or the board.

What legal protections are included in Michael Buhle’s Separation Agreement with Aspira Women’s Health (AWHL)?

The agreement includes a mutual general release of claims, mutual non-disparagement, confidentiality obligations, and continued restrictive covenants. Carve-outs preserve rights to enforce the agreement, collect accrued amounts, retain vested benefits and equity, and communicate with government agencies.

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

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Accepted by SEC EDGAR 07/07/2026 - 04:32 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 17, 2026

ASPIRA WOMEN’S HEALTH INC.

(Exact name of registrant as specified in its charter)


Delaware		001-34810		33-0595156
(State or other jurisdiction of		(Commission		(IRS Employer
incorporation or organization)		File Number)		Identification No.)

12117 Bee Caves Road, Building III, Suite 100

Austin, TX 78738

(Address of principal executive office) (Zip Code)

(512) 519-0400

(Registrants’ telephone number, including area code)

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 $0.001	AWHL	OTC QX 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.

This Amendment No. 1 to Current Report on Form 8-K (this “Amendment”) amends the Current Report on Form 8-K filed by Aspira Women’s Health Inc. (the “Company”) with the Securities and Exchange Commission on June 22, 2026 (the “Original Report”), which reported, among other things, that Michael Buhle ceased serving as the Company’s Chief Executive Officer effective June 17, 2026 (the “Separation Date”) and that the Board of Directors (the “Board”) appointed John (Jack) Fraser as Interim Chief Executive Officer. On June 27, 2026, the Company and Mr. Buhle entered into a Separation Agreement and General Release (the “Separation Agreement”), which Mr. Buhle executed on June 28, 2026. The Separation Agreement becomes effective on the first calendar day following the expiration of the seven-day revocation period (expected to be on or about July 6, 2026) (the “Effective Date”), subject to Mr. Buhle not revoking the agreement during the seven-day revocation period.

The material terms of the Separation Agreement are summarized below3

Subject to the Separation Agreement becoming effective, the Company will pay Mr. Buhle cash severance in the aggregate amount of $200,000 (representing six months of base salary), payable in substantially equal installments in accordance with regular payroll practices beginning on the first payroll date following the Effective Date. Because Mr. Buhle executed the Separation Agreement on or before June 29, 2026, the Company will pay a prorated amount of $4,615.38 of the severance with its July 15, 2026 payroll run (subject to repayment if Mr. Buhle revokes the Separation Agreement during the revocation period). The total cash severance payable is unchanged.

Subject to the Separation Agreement becoming effective, the Company will pay the premiums for continuation of health and dental insurance coverage under COBRA for Mr. Buhle and his eligible covered dependents for a period of six months following the Separation Date, subject to earlier termination if Mr. Buhle becomes eligible for reasonably comparable or greater health and dental benefits through other employment.

Subject to the Separation Agreement becoming effective and subject to approval by the Compensation Committee of the Board, the Company will accelerate the vesting of unvested stock options covering 64,583 shares of Common Stock at an exercise price of $0.07 per share, which will vest and become exercisable as of the Effective Date. Mr. Buhle will have a period of ninety (90) calendar days following the Effective Date to exercise such newly vested options. All other unvested stock options and equity awards held by Mr. Buhle are forfeited and cancelled as of the Separation Date.

Any shares of Common Stock acquired upon exercise of the newly vested options are subject to the following restrictions: (i) a lock-up period of 90 calendar days from the applicable exercise date (a separate period for each exercise) during which no sale or transfer is permitted; (ii) following the lock-up period, a daily volume limit of no more than 2,500 shares sold on any single trading day; (iii) a price floor of $0.45 per share, below which no sale is permitted; and (iv) all sales must be conducted through a mutually agreeable broker-dealer confirmed in writing by the Company, with written notice to the then-acting Chief Executive Officer no later than the close of business on the business day preceding the trading day of the sale. The Company may enforce the share restrictions through legends on share certificates and stop-transfer instructions.

The Separation Agreement contains a mutual general release of claims, including claims under the Age Discrimination in Employment Act, Title VII of the Civil Rights Act, the Americans with Disabilities Act, and various state and local statutes. The release is subject to customary carve-outs, including the right to enforce the Separation Agreement, accrued amounts and consideration thereunder, vested benefits, indemnification and directors’ and officers’ insurance coverage, vested equity and stockholder rights, and protected communications with governmental agencies (including the Securities and Exchange Commission).

Mr. Buhle remains bound by certain restrictive covenants, including confidentiality, non-solicitation, non-interference, and proprietary information obligations, as set forth in his Employment Agreement and the Separation Agreement. A material breach of such obligations will result in forfeiture of any unpaid consideration under the Separation Agreement and repayment of amounts already received (net of taxes withheld).

The Separation Agreement contains mutual non-disparagement and confidentiality provisions (subject to disclosure as required by law, SEC rules, or stock exchange rules). The Separation Agreement is intended to comply

with or be exempt from Section 409A of the Internal Revenue Code. The Separation Agreement is governed by Texas law (with equity award documents governed by their specified law, including Delaware law under the Company’s 2019 Stock Incentive Plan).

As previously disclosed, Mr. Buhle’s departure was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

The foregoing description of the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which is filed as Exhibit 10.1 to this Amendment and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.



Exhibit No.		Description
10.1		Separation agreement between Aspira Women’s Health Inc. and Michael Buhle, dated as of June 27, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 7, 2026


	ASPIRA WOMEN’S HEALTH INC.

	By:	/s/ John Strahley
	Name:	John Strahley
	Title:	Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

EX-10.1 EX-10.1 83.1 KB

Aspira Women’s Health details CEO exit terms

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