Global AI (GLAI) approves 2026 equity incentive plan with 15,000,000 shares

Rhea-AI Filing Summary

Global AI, Inc. announced that its Board of Directors, with approval from the company’s majority stockholder, has adopted the Global Equity Incentive Plan (2026). The plan authorizes equity-based awards for employees, directors and other service providers, with 15,000,000 shares of common stock reserved for issuance under the plan.

Insights

Equity compensation and governance analyst

Global AI creates a large 2026 equity pool for future incentives.

Global AI, Inc. has approved the Global Equity Incentive Plan (2026), reserving 15,000,000 shares of common stock for equity awards to employees, directors and service providers. The plan was approved by both the Board and the company’s majority stockholder.

This structure allows compensation to include stock options, restricted stock, or similar awards, aligning participants with shareholder outcomes. The size of the share reserve will influence potential dilution once grants are made and vest, depending on how quickly and to whom awards are issued.

The filing notes that the full plan text is attached as Exhibit 10.1, which will detail grant types, vesting rules, and any limits on awards. Subsequent disclosures about specific grants and remaining shares available under the plan will further clarify longer-term ownership effects.

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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): January 30, 2026

Global AI, Inc.

(Exact name of registrant as specified in its charter)

Nevada		333-163439		26-4170100
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

110 Front Street, Suite 300, Jupiter, FL 33477

(Address of principal executive offices, including Zip Code)

(561) 240-0333

(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 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-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
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 (§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.

On January 30, 2026, the Board of Directors (the “Board”) of Global AI, Inc. (the “Company”) approved and adopted the Global Equity Incentive Plan (2026) (the “Plan”). On the same date, the Company’s majority stockholder approved the Plan.

The Plan provides for the grant of equity-based awards to employees, directors and other service providers of the Company and its affiliates. A total of 15,000,000 shares of the Company’s common stock has been reserved for issuance under the Plan.

The foregoing description of the Plan is qualified in its entirety by reference to the full text of the Plan, which is filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference. 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Global AI, Inc. Global Equity Incentive Plan (2026)
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Date: February 4, 2026

GLOBAL AI, INC.

By:	/s/ Darko Horvat
Name:	Darko Horvat
Title:	Chief Executive Officer and Chairman of the Board

FAQ

What did Global AI, Inc. (GLAI) announce in this 8-K filing?

Global AI, Inc. announced that its Board and majority stockholder approved the Global Equity Incentive Plan (2026). The plan authorizes equity-based awards for employees, directors and other service providers, using a reserved pool of 15,000,000 shares of common stock.

How many shares are reserved under Global AI, Inc.’s 2026 Equity Incentive Plan?

The Global Equity Incentive Plan (2026) reserves 15,000,000 shares of Global AI, Inc. common stock. These shares may be issued over time as equity-based awards to employees, directors and other service providers, depending on future grant decisions and plan administration.

Who approved the Global AI, Inc. (GLAI) Global Equity Incentive Plan (2026)?

The Global Equity Incentive Plan (2026) was approved by Global AI, Inc.’s Board of Directors and its majority stockholder. This dual approval confirms both board-level support and controlling shareholder consent for using equity incentives in future compensation programs.

What is the purpose of Global AI, Inc.’s new 2026 equity plan?

The Global Equity Incentive Plan (2026) is designed to grant equity-based awards to Global AI, Inc.’s employees, directors and other service providers. Using share-based compensation can help attract, retain and motivate participants by tying part of their rewards to company performance.

Where can investors find the full details of GLAI’s 2026 Equity Incentive Plan?

Full details of the Global Equity Incentive Plan (2026) are contained in Exhibit 10.1 to the 8-K. That exhibit includes the complete plan document, describing eligible participants, award types, vesting provisions, and other key terms governing the 15,000,000-share equity pool.