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Axon Enterprise (NASDAQ: AXON) appoints two independent directors with RSU and cash retainers

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Axon Enterprise, Inc. appointed Vivek Mohindra and Eiso Kant to its Board of Directors effective July 8, 2026, each as an independent director with initial terms expiring at the 2027 annual meeting of stockholders. Mohindra will serve on the Audit Committee and Compensation Committee, and Kant will act as a non-voting observer of the Mergers & Acquisitions and Capital Structure Committee.

Each will receive an initial restricted stock unit award valued at $260,000, vesting in three equal annual installments, plus annual restricted stock unit awards of $260,000, vesting by the next annual meeting. Each will also receive annual cash compensation of $40,000, with Mohindra receiving additional annual cash retainers of $10,000 for Audit Committee service and $7,500 for Compensation Committee service. Axon has entered into indemnification agreements with both directors and states there are no related-party arrangements requiring disclosure.

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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.
Initial RSU award value per director $260,000 Initial restricted stock unit award granted on the effective appointment date
Annual RSU award value per director $260,000 Annual RSU awards granted on each Annual Meeting date during service
Annual cash retainer per director $40,000 Base annual cash compensation for Board service, paid quarterly
Audit Committee annual retainer $10,000 Additional annual cash retainer for Mohindra’s Audit Committee service
Compensation Committee annual retainer $7,500 Additional annual cash retainer for Mohindra’s Compensation Committee service
Initial term end 2027 Initial Board terms for Mohindra and Kant expire at the 2027 annual meeting of stockholders
Age of Vivek Mohindra 57 Age disclosed for new director Vivek Mohindra
Age of Eiso Kant 35 Age disclosed for new director Eiso Kant
restricted stock unit financial
"Compensation for each of Messrs. Mohindra and Kant will consist of an initial restricted stock unit award with a value of $260,000"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
volume weighted average price financial
"divided by the ninety-day volume weighted average price of the Company’s common stock"
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
independent directors regulatory
"Messrs. Mohindra and Kant are independent directors, each with an initial term expiring"
Members of a company’s board who do not have significant business, family, or financial ties to the company and are not part of its management; they are chosen to provide impartial oversight of strategy, financial reporting, executive pay and risk. They matter to investors because independent directors act like an objective referee, helping ensure decisions favor shareholders’ long-term interests rather than insiders, which can strengthen trust and reduce the chance of mismanagement or conflicts of interest.
indemnification agreements regulatory
"the Company has entered into indemnification agreements with each of Messrs. Mohindra and Kant"
Indemnification agreements are contracts in which one party agrees to pay for losses, legal costs, or damages another party might face — like a friend promising to cover repair bills if their dog breaks your window. For investors, these agreements matter because they determine who ultimately bears financial and legal risk, affecting a company’s potential liabilities, cash flow needs, and the willingness of executives or partners to take on roles or deals.
Mergers & Acquisitions and Capital Structure Committee financial
"appointed Mr. Kant to serve as a non-voting observer of the Mergers & Acquisitions and Capital Structure Committee"
Item 404(a) of Regulation S-K regulatory
"no transactions in which either Mr. Mohindra or Mr. Kant has an interest requiring disclosure under Item 404(a) of Regulation S-K"
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FAQ

What board changes did Axon Enterprise (AXON) announce on July 8, 2026?

Axon Enterprise appointed Vivek Mohindra and Eiso Kant as independent directors effective July 8, 2026, each filling an existing vacancy with initial terms running until the 2027 annual meeting.

What compensation will new Axon (AXON) directors Mohindra and Kant receive?

Each will receive an initial $260,000 restricted stock unit award vesting over three years, annual RSU awards of $260,000, and annual cash compensation of $40,000, with additional cash retainers for Mohindra’s committee roles.

What committee roles were given to Axon (AXON) director Vivek Mohindra?

Vivek Mohindra was appointed to Axon’s Audit Committee and Compensation Committee, with additional annual cash retainers of $10,000 and $7,500, respectively, paid quarterly and prorated for any partial quarter.

What is Eiso Kant’s role on Axon (AXON) board committees?

Eiso Kant will serve as a non-voting observer of the Board’s Mergers & Acquisitions and Capital Structure Committee, commencing concurrently with his service as a director.

How are Axon (AXON) director RSU awards calculated for Mohindra and Kant?

For each director, the number of restricted stock units equals the award’s dollar value divided by the ninety-day volume weighted average price of Axon’s common stock as of the trading day before the grant date.
0001069183FALSE00010691832026-07-082026-07-08

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
July 8, 2026
Date of Report (Date of earliest event reported)
________________________________________________________
Axon Enterprise, Inc.
(Exact name of registrant as specified in its charter)
Delaware001-1639186-0741227
(State or other jurisdiction of
incorporation)
(Commission File Number)(IRS Employer
Identification No.)
17800 N. 85th St.
Scottsdale, Arizona 85255
(Address of principal executive offices, including zip code)
(480) 991-0797
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.00001 Par ValueAXONThe NASDAQ Stock Market LLC
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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o



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

On July 8, 2026, Vivek Mohindra and Eiso Kant were appointed to the Board of Directors (the “Board”) of Axon Enterprise, Inc. (the “Company”) effective immediately. The Board also appointed Mr. Mohindra to serve on the Audit Committee and Compensation Committee, and appointed Mr. Kant to serve as a non-voting observer of the Mergers & Acquisitions and Capital Structure Committee of the Board, in each case commencing concurrently with their Board service. Messrs. Mohindra and Kant are independent directors, each with an initial term expiring at the Company’s 2027 annual meeting of stockholders. In connection with their appointments, each of Mr. Mohindra and Mr. Kant was appointed to fill an existing vacancy on the Board.

Compensation for each of Messrs. Mohindra and Kant will consist of an initial restricted stock unit award with a value of $260,000, granted on the effective date of the appointment and vesting in equal installments on the first three annual anniversaries of the grant date, and annual restricted stock unit awards with a value of $260,000, granted on the date of each Annual Meeting of Stockholders during which each serves and vesting on the earlier of the one-year anniversary of the grant date or the date of the next Annual Meeting of Stockholders. The number of restricted stock units subject to each award will equal the applicable dollar value divided by the ninety-day volume weighted average price of the Company’s common stock as of the trading day immediately preceding the applicable grant date. Each of Messrs. Mohindra and Kant will also receive annual cash compensation of $40,000, with such retainer paid quarterly and prorated for any partial quarter. Mr. Mohindra will also receive additional annual cash retainers of $10,000 for service on the Audit Committee and $7,500 for service on the Compensation Committee, with such retainers paid quarterly and prorated for any partial quarter. These payments are consistent with the Company’s current compensation program for the Board. In addition, the Company has entered into indemnification agreements with each of Messrs. Mohindra and Kant, the form of which appears as Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed on February 25, 2026. There are no arrangements or understandings between either Mr. Mohindra or Mr. Kant, on the one hand, and any other persons, on the other hand, pursuant to which either was selected as a director, and no transactions in which either Mr. Mohindra or Mr. Kant has an interest requiring disclosure under Item 404(a) of Regulation S-K.

From May 2020 to April 2026, Mr. Mohindra, 57, served in senior leadership roles at Dell Technologies Inc., including as Special Advisor to the Vice Chair and Chief Operating Officer from July 2025 to April 2026, Senior Vice President and Chief Strategy Officer from June 2023 to July 2025, and Senior Vice President, Client Solutions Group, from May 2020 to June 2023. Prior to joining Dell Technologies, Mr. Mohindra held senior leadership, strategy and investment roles at McKinsey & Company, TPG Capital, New Science Ventures and Freescale Semiconductor. Mr. Mohindra currently serves on the board of directors of Total Site Solutions, Inc. and on the Advisory Council of Carnegie Mellon University’s Department of Electrical and Computer Engineering. He previously served on the board of directors of CyberOptics Corporation from 2018 until its acquisition in 2022. Mr. Mohindra holds a Ph.D. and M.S. in Chemical Engineering and an M.B.A. from the Massachusetts Institute of Technology, and a B.E. in Chemical Engineering from the Indian Institute of Technology, Roorkee.

Since May 2023, Mr. Kant, 35, has served as co-founder and Chief Technology Officer of poolside, a foundation model company focused on open-weight models, and since July 2025 has also served as its co-Chief Executive Officer. Since January 2026, Mr. Kant has also served as co-founder and President of Poolside Infrastructure Company, where he leads the development of large-scale AI compute infrastructure, including the Project Horizon data center campus in West Texas. Prior to founding poolside, Mr. Kant founded and served as Chief Executive Officer of Athenian, a data-enabled engineering platform for software engineering organizations, from December 2019 to May 2023. Before Athenian, Mr. Kant co-founded and served as Chief Executive Officer of source{d}, a software company focused on applying artificial intelligence to software code, from March 2015 to November 2019. Mr. Kant studied business administration at IE University in Madrid, Spain.



SIGNATURE
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.
Dated: July 10, 2026Axon Enterprise, Inc.
By: /s/ ISAIAH FIELDS
Isaiah Fields
Chief Legal Officer and Corporate Secretary

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