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BluSky AI Inc. (BSAI) grants stock-based $75,000 fee to new director

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

BluSky AI Inc. appointed Mort Aaronson to its Board of Directors on or about July 1, 2026 to fill an existing vacancy. Aaronson, age 67, has prior CEO, president and senior executive experience across telecommunications, energy, digital media, technology, consumer products and emerging growth industries, and leads GreyMatters Advisors, focusing on executive coaching and growth strategy.

In connection with his appointment, BluSky AI entered into a Director Agreement and Indemnification Agreement with Aaronson dated July 1, 2026. He will receive an annual fee of $75,000, payable quarterly in shares of BluSky AI common stock valued at the closing price of $4.50 per share on the agreement date, and will be indemnified by the company for losses arising from his service as a director.

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Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
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, and exhibit attachments filed with this report.
Annual director fee $75,000 Annual compensation for Mort Aaronson as BluSky AI director
Share valuation for fee $4.50 per share Closing price used to value quarterly stock payments on July 1, 2026
Appointment date July 1, 2026 Date Mort Aaronson was appointed to BluSky AI’s Board of Directors
Director age 67 years Age of Mort Aaronson at the time of his appointment to the board
Material Definitive Agreement regulatory
"Entry into a <b>Material Definitive Agreement</b>."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
Indemnification Agreement regulatory
"entered into a Director Agreement and <b>Indemnification Agreement</b> with Mr. Aaronson"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
Emerging growth company regulatory
"The company is described as an <b>emerging growth company</b> under SEC rules."
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.

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

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FAQ

What board change did BluSky AI Inc. (BSAI) report on July 1, 2026?

BluSky AI Inc. appointed Mort Aaronson to its Board of Directors on or about July 1, 2026 to fill an existing vacancy. The move expands the board’s leadership with an experienced executive and advisor spanning multiple industries.

Who is Mort Aaronson, the new director at BluSky AI Inc. (BSAI)?

Mort Aaronson is a 67-year-old executive, entrepreneur and executive coach with prior CEO and senior roles at PlaceWise Media, KN Energy and MCI Communications. He founded GreyMatters Advisors in 2003, advising organizations on strategy, leadership and growth.

How is BluSky AI Inc. (BSAI) compensating director Mort Aaronson?

BluSky AI will pay Mort Aaronson an annual director fee of $75,000, delivered quarterly in shares of its common stock. The number of shares each quarter is based on the stock’s closing price on the July 1, 2026 agreement date.

What stock price does BluSky AI Inc. (BSAI) use to value Mort Aaronson’s director fees?

The company uses a reference price of $4.50 per share, the closing price of BluSky AI common stock on July 1, 2026. Quarterly stock payments under the director fee are valued using this agreement-date closing price.

What protections does BluSky AI Inc. (BSAI) provide Mort Aaronson as a director?

BluSky AI entered into an Indemnification Agreement with Mort Aaronson, under which the company agrees to indemnify him for losses incurred as a result of his service as a director. This protection supplements any other rights available under law or governance documents.

What agreements did BluSky AI Inc. (BSAI) sign with Mort Aaronson?

On July 1, 2026, BluSky AI executed a Director Agreement and an Indemnification Agreement with Mort Aaronson. These documents govern his service on the board, stock-denominated compensation, and indemnification for losses tied to his board role.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.

 

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): July 1, 2026

 

BluSky AI Inc.

 

(Exact name of registrant as specified in its charter)

 

Nevada   000-55219   35-2302128
(State or other Jurisdiction
of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification Number)

 

5530 South 900 East, Suite 280,

Murray, UT

  84117
(Address of Principal Executive Offices)   (Zip Code)

 

(801) 810-8790

(Registrant’s telephone number, including area code)

 

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 CFR240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None.

 

Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered
N/A   N/A   N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 1.01. Entry into a Material Definitive Agreement.

 

The disclosure in Item 5.02 below is incorporated by reference into this Item 1.01.

 

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

 

On or about July 1, 2026, the Board of Directors (the “Board”) of BluSky AI Inc. (the “Company”) appointed Mort Aaronson as a member of the Board to fill a vacancy on the Board.

 

Mr. Aaronson, age 67, is a seasoned executive, entrepreneur, advisor, and executive coach with extensive C-level leadership experience across telecommunications, energy, digital media, technology, consumer products, and emerging growth industries. Mr. Aaronson is the Founder of, and has been the CEO of, GreyMatters Advisors since 2003, where he partners with organizations, leadership teams, and founders to solve complex strategic and operational challenges while improving leadership effectiveness and organizational performance. As a member of 100 Coaches, Mr. Aaronson specializes in executive coaching, leadership development, organizational transformation, and growth strategy. His clients span a broad range of industries and include organizations such as FanDuel, Acme Smoked Fish, Digicel, Zoox, TORQ Commodities AG, Momofuku, American Homes 4 Rent, Orkin, T-Mobile, CRH, Hines, and Beacon Mobility. Mr. Aaronson was previously the CEO (and Founder) of PlaceWise Media, the President and COO of KN Energy, and a Senior Executive at MCI Communications.

 

In connection with Mr. Aaronson’s appointment, on July 1, 2026, the Company entered into a Director Agreement and Indemnification Agreement with Mr. Aaronson, providing that (i) Mr. Aaronson will serve as a director of the Company, (ii) the Company will pay Mr. Aaronson an annual fee of $75,000, payable quarterly in shares of common stock of the Company valued based on the closing price of the Company’s common stock on the date of the agreements ($4.50/share), and (iii) the Company will indemnify Mr. Aaronson for any losses incurred by Mr. Aaronson as a result of Mr. Aaronson’s service as a director of the Company.

 

The foregoing descriptions of the Director Agreement and Indemnification Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of those agreements, copies of which are filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein (with the Indemnification Agreements included as an exhibit the Director Agreement).

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
     
10.1*   Director Agreement and Indemnification Agreement, by and between BluSky AI Inc. and Mort Aaronson, dated July 1, 2026
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL Document)

 

* Filed herewith.

 

 

 

 

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, hereunder duly authorized.

 

  BLUSKY AI INC.
     
Dated: July 22, 2026 By: /s/ Trent D’Ambrosio
    Trent D’Ambrosio
    Chief Executive Officer

 

 

 

Filing Exhibits & Attachments

5 documents