Azio AI adds Larry G. Paige II to board, key panels

AZIO AI HOLDINGS, INC.

Rhea-AI Filing Summary

AZIO AI HOLDINGS, INC. (AZIO) announced that, effective September 8, 2026, its Board of Directors appointed Larry G. Paige II as a Class III director, filling an existing vacancy with a term expiring at the 2026 annual meeting of stockholders.

Paige was also appointed to the Audit Committee and the Compensation Committee and named chair of the Nominating and Corporate Governance Committee. The Board determined he qualifies as an independent director under SEC and Nasdaq rules. The company highlights his more than three decades of experience in military logistics, federal contracting, energy resilience, AI and data systems, cybersecurity, and complex program execution.

Paige will receive compensation as a non-employee director in line with Azio’s existing non-employee director compensation policy, including a prorated cash retainer for the remainder of 2026. The company states there are no related-party arrangements or transactions tied to his appointment and no family relationships with current directors or executive officers.

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

Effective appointment date: September 8, 2026 Federal awards at United Global Group, Inc.: $50 million Navy training-program requirements and budget: $6.2 billion +2 more

5 metrics

Effective appointment date September 8, 2026 Date Larry G. Paige II was appointed as a Class III director

Federal awards at United Global Group, Inc. $50 million Approximate federal awards received during 2012–2022 while Paige was CEO

Navy training-program requirements and budget $6.2 billion Five-year training-program requirements and budget supported by processes Paige helped establish for OPNAV N1

Class term end 2026 annual meeting Term expiration for Paige’s Class III directorship, absent earlier termination

Years of experience More than 30 years Experience across military logistics, federal contracting, infrastructure, technology, and energy resilience

Key Terms

independent director, Audit Committee, Compensation Committee, Nominating and Corporate Governance Committee, +1 more

5 terms

independent director regulatory

"The Board has determined that Mr. Paige qualifies as an “independent director”"

An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.

Audit Committee financial

"The Board also appointed Mr. Paige as a member of each of the Audit Committee"

A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.

Compensation Committee financial

"The Board also appointed Mr. Paige as a member of each of the Audit Committee and the Compensation Committee"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

Nominating and Corporate Governance Committee regulatory

"and as chair of the Nominating and Corporate Governance Committee"

A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

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

What board change did AZIO AI HOLDINGS, INC. (AZIO) announce on September 8, 2026?

Azio AI Holdings appointed Larry G. Paige II as a Class III director, effective September 8, 2026, filling an existing vacancy. His term runs until the company’s 2026 annual meeting of stockholders, subject to earlier death, resignation, removal, or disqualification.

What board committees will Larry G. Paige II serve on at AZIO?

Larry G. Paige II was appointed to Azio’s Audit Committee and Compensation Committee, and he will serve as chair of the Nominating and Corporate Governance Committee, giving him roles across financial oversight, executive pay, and board governance.

Is Larry G. Paige II considered an independent director at AZIO (AZIO)?

Yes. The Board determined that Larry G. Paige II qualifies as an independent director under rules and regulations of the SEC and the listing rules of The Nasdaq Stock Market LLC.

What relevant experience does AZIO’s new director Larry G. Paige II have?

Larry G. Paige II has over three decades of experience in military logistics, federal contracting, infrastructure, technology, energy resilience, and complex program execution, including leading United Global Group, Inc., which received approximately $50 million in federal awards from 2012 to 2022.

How will Larry G. Paige II be compensated as a director of AZIO?

Larry G. Paige II will receive compensation as a non-employee director under Azio’s existing non-employee director compensation policy and will be paid a prorated portion of the annual cash retainer for his service during the remainder of 2026.

Does AZIO report any related-party relationships involving Larry G. Paige II?

Azio states there are no arrangements or understandings with other persons regarding his selection, no family relationships with the company’s directors or executive officers, and he has not been party to transactions reportable under Item 404(a) of Regulation S-K.

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

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 09/14/2026 - 04:22 PM Accepted by SEC EDGAR 09/14/2026 - 04:21 PM Learn about SEC filing dates

false 0001563568 0001563568 2026-09-08 2026-09-08

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

Date of report (Date of earliest event reported): September 8, 2026

AZIO AI HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-38078	46-0774222
(Commission File Number)	(IRS Employer Identification No.)
7510 Ardmore Street
Houston, TX	77054
(Address of Principal Executive Offices)	(Zip Code)

(870) 970-3355

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

N/A

(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, $0.00001 par value	AZIO	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 or Rule 12b-2 of the Securities Exchange Act of 1934.

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.

Effective as of September 8, 2026, the Board of Directors (the “Board”) of Azio AI Holdings, Inc., a Delaware corporation (the “Company”), appointed Larry G. Paige II as a Class III director to the Board, with a term expiring at the Company’s annual meeting of stockholders in 2026, subject to his earlier death, resignation, removal or disqualification. Mr. Paige’s appointment filled an existing vacancy in the Class III directors. The Board also appointed Mr. Paige as a member of each of the Audit Committee and the Compensation Committee, and as chair of the Nominating and Corporate Governance Committee. The Board has determined that Mr. Paige qualifies as an “independent director” under the rules and regulations of the Securities and Exchange Commission (the “SEC”) and the listing rules of The Nasdaq Stock Market LLC.

Larry G. Paige II has served, since December 2023, in advisory capacities as Chief Strategic Officer of Chippewa Sustainable Solutions, Inc. and Executive Director of Energy Resilience Partners, LLC, supporting strategy, federal business development, program governance, energy resilience and microgrids. Since February 2026, he has provided advisory leadership to the SAFuelsX project supporting the Little Shell Tribe of Chippewa Indians of Montana and AIC Energy Corp. From 2012 to 2022, Mr. Paige was Managing Director and Chief Executive Officer of United Global Group, Inc., leading governance, ethics, human resources, financial oversight, business development and operating systems during a period in which the company received approximately $50 million in federal awards. Mr. Paige began his career in the United States Marine Corps, serving until May 2007. After serving in the private sector in multiple program management roles, Mr. Paige continued military service in the United States Navy from February 2009 to November 2010, as Branch Head, Navy Training Requirements. His military and federal service included logistics, acquisition, budgeting, asset accountability, audit readiness and cybersecurity-sensitive systems. He also established and improved Navy-wide training-requirements determination processes, increasing rigor and traceability in support of OPNAV N1’s five-year $6.2 billion training-program requirements and budget. Mr. Paige holds a B.A. in Management and Business Administration from the University of Oklahoma, an M.S. in Material Logistics & Operations Research Analysis from the Naval Postgraduate School, M.S. in Project Management from Boston University and advance doctoral (ABD) studies in organizational management with emphases on IT Management from Capella University. With more than three decades of experience spanning military logistics, federal contracting, infrastructure, technology, energy resilience and complex program execution, the Board believes that Mr. Paige provides necessary perspectives in financial and operational oversight, AI and data systems, cybersecurity, energy and critical infrastructure, federal and tribal stakeholder engagement, and executive leadership.

Mr. Paige will receive compensation as a non-employee director in accordance with the Company’s non-employee director compensation policy described in the Company’s definitive proxy statement filed with the SEC on November 17, 2025. Mr. Paige will receive a prorated portion of the annual cash retainer for his service during the remainder of 2026.

There are no arrangements or understandings between Mr. Paige, on the one hand, and any other persons, on the other hand, pursuant to which Mr. Paige was selected as a director of the Company. Mr. Paige has no family relationships with any of the Company’s directors or executive officers. Mr. Paige has not been a party to any transactions that would be required to be reported under Item 404(a) of Regulation S-K in this Current Report on Form 8-K.

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.

	AZIO AI HOLDINGS, INC.
Date: September 14, 2026	By:	/s/ Jason Maddox
		Jason Maddox
		Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.5 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 11.2 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 15.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.3 KB