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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 |
