Lightwave Logic (NASDAQ: LWLG) hires veteran CFO Fred Graffam with $2.4M equity grant

Rhea-AI Filing Summary

Lightwave Logic, Inc. appointed Fred A. Graffam III as Chief Financial Officer, effective July 20, 2026. He brings more than 20 years of operational and financial leadership, including prior public-company CFO roles at Fidium/Consolidated Communications, Ascent Capital/Monitronics (Brinks Home Security), and senior finance positions at DigitalGlobe, Level 3 Communications and Comcast.

Under his employment agreement, Mr. Graffam will receive a $450,000 annual base salary, a discretionary annual performance bonus of up to 40% of base salary, a $70,000 sign-on cash bonus subject to pro rata repayment if he resigns without good reason within 12 months, and a sign-on equity award of restricted stock units with a grant-date value of $2,400,000 that vest over four years. If terminated without cause or for good reason, he is eligible for salary and target bonus severance, 12 months of COBRA premium reimbursement and partial acceleration of the sign-on equity; if such a termination occurs within 12 months after a change in control, these severance amounts increase to two times salary and target bonus with full acceleration of time-based equity. Snizhana "Ana" Quan transitions to Vice President of Finance and Corporate Controller, and a press release announcing the appointment was issued the same day.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

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 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

CFO base salary: $450,000 Target bonus opportunity: 40% of base salary Sign-on cash bonus: $70,000 +4 more

7 metrics

CFO base salary $450,000 Annual base salary for Fred A. Graffam III as Chief Financial Officer

Target bonus opportunity 40% of base salary Discretionary annual performance bonus based on company objectives

Sign-on cash bonus $70,000 Cash bonus subject to pro rata repayment if he resigns without good reason within 12 months

Sign-on RSU grant value $2,400,000 Aggregate grant-date value of restricted stock units vesting over four years

COBRA coverage period 12 months Reimbursement of health care premiums following qualifying termination

Standard severance multiple 1x base salary and 1x target bonus Severance if terminated without cause or for good reason

Change in control severance multiple 2x base salary and 2x target bonus Severance if termination occurs within 12 months after a change in control

Key Terms

restricted stock units, change in control, COBRA, electro-optic (EO) polymers, +1 more

5 terms

restricted stock units financial

"a sign-on equity award in the form of restricted stock units with an aggregate grant-date value"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

change in control financial

"If Mr. Graffam’s employment is terminated under these circumstances during the twelve month period that follows a change in control"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

COBRA financial

"reimbursement of premiums to continue health care benefits coverage under COBRA for the 12 months following"

COBRA is a U.S. federal law that lets employees and their dependents temporarily keep employer-sponsored health insurance after job loss, reduction in hours, or other qualifying events by paying the premiums themselves. Investors should care because offering COBRA can affect a company’s cash flow, administrative costs and legal disclosures when workforce changes occur—similar to a former club member paying to keep their membership active after leaving the club.

electro-optic (EO) polymers technical

"leveraging its proprietary electro-optic (EO) polymers to enable next-generation photonic devices"

Electro-optic (EO) polymers are engineered plastics whose ability to bend or change light shifts when an electrical signal is applied, letting them act like tiny light switches or modulators. They matter to investors because these materials can enable faster, more energy-efficient data transmission and smaller optical components used in telecommunications, data centers and sensors; that potential to improve performance and cut costs can drive product demand, licensing revenue, and market growth.

forward-looking statements regulatory

"The information posted in this release may contain forward-looking statements within the meaning"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

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

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Understanding 8-K Material Events →

Available on EDGAR 07/20/2026 - 09:00 AM Accepted by SEC EDGAR 07/20/2026 - 09:00 AM Learn about SEC filing dates

FAQ

What did Lightwave Logic (LWLG) announce regarding its Chief Financial Officer?

Lightwave Logic appointed Fred A. Graffam III as Chief Financial Officer, effective July 20, 2026. He will oversee finance, capital allocation and investor relations and brings over two decades of public-company finance and CFO experience from firms including Fidium/Consolidated Communications and Ascent Capital/Monitronics.

What is the compensation package for LWLG’s new CFO Fred Graffam?

Fred Graffam will receive a $450,000 annual base salary, a discretionary bonus of up to 40% of base salary, a $70,000 sign-on cash bonus, and restricted stock units with a grant-date value of $2,400,000 vesting over four years, subject to continued service and agreement terms.

What severance protections does LWLG provide its new CFO in the employment agreement?

If terminated without cause or for good reason, Fred Graffam is entitled to one year of base salary, his full-year target bonus, 12 months of COBRA premium reimbursement and accelerated vesting of equity that would vest within 12 months, subject to standard conditions including a release.

How does a change in control affect LWLG CFO Fred Graffam’s severance?

If Fred Graffam is terminated without cause or leaves for good reason within 12 months after a change in control, he is eligible for 2x base salary, 2x target bonus, 12 months of COBRA premium reimbursement and accelerated vesting of all time-based equity awards, subject to a release.

What role will Snizhana “Ana” Quan have at Lightwave Logic (LWLG) after the CFO change?

Snizhana "Ana" Quan, previously Principal Financial Officer and Principal Accounting Officer, will remain with Lightwave Logic as Vice President of Finance and Corporate Controller. She continues to lead key finance functions following Fred Graffam’s appointment as Chief Financial Officer.

What does Lightwave Logic (LWLG) say about its technology in connection with this leadership change?

Lightwave Logic describes itself as a technology platform company using proprietary electro-optic polymers to transmit data at higher speeds with less power, enabling next-generation photonic devices for telecommunications and data transmission, including potential applications supporting the generative AI investment cycle.

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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) July 20, 2026

Lightwave Logic, Inc.

(Exact name of registrant as specified in its charter)

Nevada		001-40766		82-0497368
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

369 Inverness Parkway, Suite 350, Englewood, CO 80112

(Address of principal executive offices, including Zip Code)

(720) 340-4949

(Registrant’s telephone number, including area code)

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, par value $0.001 per share		LWLG		The 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 (§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 July 20, 2026, the Board of Directors (the “Board”) of Lightwave Logic, Inc. (the “Company”) appointed Fred A. Graffam III as the Company’s Chief Financial Officer, effective immediately.

Mr. Graffam, age 60, has over 20 years of progressively responsible operational and financial leadership experience. From December 2022 to April 2026, Mr. Graffam served as the Executive Vice President and Chief Financial Officer of Fidium (formerly Consolidated Communications Holdings, Inc. (Nasdaq: CNSL)), a fiber optic-based internet provider. Prior to this, Mr. Graffam served as executive vice president and Chief Financial Officer at Monitronics International, dba Brinks Home Security, a leading home security and alarm monitoring company, from October 2017 to November 2022, including serving as senior vice president and CFO of Ascent Capital (the parent of Monitronics International) from October 2017 to August 2019. Prior to this, Mr. Graffam was senior vice president of finance, investor relations and corporate development at DigitalGlobe, Inc., a technology company. Earlier in his career, among other roles, he was a senior vice president of the North America/Asia Pacific regions at Level 3 Communications, and he served in various finance and operating capacities of increasing responsibility at Comcast. Mr. Graffam is a certified public accountant and holds a Bachelor of Science degree from the Alfred Lerner College of Business & Economics at the University of Delaware.

In connection with his appointment as Chief Financial Officer, the Company and Mr. Graffam entered into an Executive Employment Agreement, effective July 20, 2026 (the “Employment Agreement”), pursuant to which Mr. Graffam will receive an annual base salary of $450,000 and a discretionary annual performance bonus of up to 40% of his annual base salary based on the achievement of the Company’s objectives, as established by the Board. In addition, Mr. Graffam will receive a sign-on cash bonus of $70,000, which would be paid back pro rata if Mr. Graffam voluntarily resigns without good reason before the 12-month anniversary of the Employment Agreement’s effective date, and a sign-on equity award in the form of restricted stock units with an aggregate grant-date value of $2,400,000, 25% of which shall vest on the first anniversary of the vesting commencement date, and the remaining 75% of which shall vest in equal quarterly installments over the three years thereafter (the “Sign On Grant”). Mr. Graffam is also eligible to participate in the benefit plans and programs generally available to the Company’s employees, except to the extent such plans are duplicative of other benefits otherwise provided to executive officers. Mr. Graffam will also be entitled to reimbursement of all reasonable and necessary business expenses incurred in performing Executive’s duties, subject to the Company’s expense reimbursement policies and Executive’s timely submission of required documentation. If Mr. Graffam is terminated without cause or if Mr. Graffam terminates his employment for good reason, the Company agrees to provide to Mr. Graffam as severance: (i) an amount equal to his base salary, (ii) an amount equal to his full year target bonus, (iii) reimbursement of premiums to continue health care benefits coverage under COBRA for the 12 months following the date of Mr. Graffam’s termination and (iv) accelerated vesting for any portion of the Sign On Grant that would have vested within 12 months of the termination date. If Mr. Graffam’s employment is terminated under these circumstances during the twelve month period that follows a change in control (as defined in the Employment Agreement), in lieu of the severance described above, subject to his execution of a release agreement in favor of the Company, the Company agrees to provide to Mr. Graffam as severance: (i) an amount equal to two times his base salary, (ii) an amount equal to two times his target bonus, (iii) reimbursement of premiums to continue health care benefits coverage under COBRA for the 12 months following the date of Mr. Graffam’s termination and (iv) accelerated vesting of all time-based equity awards.

The summary of the Employment Agreement set forth above does not purport to be a complete statement of the terms of such document. The summary is qualified in its entirety by reference to the full text of the Employment Agreement, which is set forth as Exhibit 10.1 to this Current Report on Form 8-K.

There are no arrangements or understandings between Mr. Graffam and any other person pursuant to which she was appointed as the Company’s Chief Financial Officer, and there are no family relationships among any of the Company’s directors or executive officers and Mr. Graffam. Additionally, Mr. Graffam has no direct or indirect interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

In connection with Mr. Graffam’s appointment, Snizhana “Ana” Quan, who was previously named the Company’s Principal Financial Officer and Principal Accounting Officer, will no longer hold those titles and will hold the title of Vice President of Finance and Corporate Controller.

Item 7.01. Regulation FD Disclosure.

On July 20, 2026, the Company issued a press release announcing Mr. Graffam’s appointment. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.

The information included in this Item 7.01 and in Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Employment Agreement between Fred Graffam and Lightwave Logic, Inc., dated July 20, 2026
99.1		Press Release of Lightwave Logic, Inc. dated July 20, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	LIGHTWAVE LOGIC, INC.
Dated: July 20, 2026	By:	/s/ Yves LeMaitre
	Name:	Yves LeMaitre
	Title:	Chief Executive Officer

Exhibit 99.1

Lightwave Logic, Inc. Announces Appointment of Fred Graffam as Chief Financial Officer

Mr. Graffam brings 20+ years of financial leadership including diverse public company CFO experience

ENGLEWOOD, Colo., July 20, 2026 -- Lightwave Logic, Inc. (NASDAQ: LWLG) (the “Company”), a technology platform company leveraging its proprietary electro-optic (EO) polymers to enable next-generation photonic devices, announced today the appointment of Fred Graffam as its next Chief Financial Officer, effective immediately.

With more than 20 years of finance leadership, including extensive public company CFO experience, Mr. Graffam brings significant financial and strategic expertise to Lightwave Logic. As CFO, he will oversee the Company's financial operations, reporting, capital allocation, and investor relations, while helping drive its long-term growth strategy and shareholder value.

Snizhana “Ana” Quan, who has served as the Company’s Principal Financial Officer and Principal Accounting Officer since January 2026, will remain with the Company as Vice President of Finance and Corporate Controller.

Most recently, Mr. Graffam served as CFO of Fidium, formerly Consolidated Communications (NASDAQ: CNSL), where he helped lead the company's sale in December 2024. He previously served as CFO of Ascent Capital Group (NASDAQ: ASCMA) and its wholly owned subsidiary, Monitronics International, dba Brinks Home Security. Prior to that, he served as Senior Vice President of Finance, Investor Relations and Corporate Development at DigitalGlobe (NYSE: DGI), where he helped guide that company's sale to MacDonald Dettwiler. Earlier, he held senior finance leadership roles at Level 3 Communications (NASDAQ: LVLT) and Comcast Corporation (NASDAQ: CMCSA) after beginning his career at Deloitte.

“Fred’s extensive background in public company finance and prior public company CFO experience makes him a very strong addition to our leadership team,” said Yves LeMaitre, CEO and President of Lightwave Logic. “He brings a proven track record of managing finance operations at high-growth companies and serving as an effective and credible communicator with the Wall Street community. His financial leadership will greatly enhance our ability to execute on our strategy and build long-term shareholder value. Finally, I want to give a special thank you to Ana Quan for her outstanding work leading the entire finance organization during this leadership transition.”

Mr. Graffam added, “Lightwave Logic is at a significant inflection point as its technology continues to gain industry relevance. I believe the Company has the potential to play a critical role in the current AI investment cycle as it supports next generation optical systems and data transmission. I am very excited to leverage my expertise to drive long-term shareholder value and I look forward to engaging with our investor community in the near future.”

About Lightwave Logic, Inc.

Lightwave Logic, Inc. (NASDAQ: LWLG) www.lightwavelogic.com is a technology platform company leveraging its proprietary engineered electro-optic (EO) polymers to transmit data at higher speeds with less power in a small form factor. The Company’s high activity and high stability organic polymers allow it to create next-generation photonic EO devices that convert data from electrical signals into light/optical signals for applications in telecommunications, and for data transmission potentially used to support generative AI.

Safe Harbor Statement

The information posted in this release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these statements by use of the words "may," "will," "should," "plans," "explores," "expects," "anticipates," "continue," "estimate," "project," "intend," and similar expressions. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. These risks and uncertainties include, but are not limited to, lack of available funding; general economic and business conditions; competition from third parties; intellectual property rights of third parties; regulatory constraints; changes in technology and methods of marketing; delays in completing various engineering and manufacturing programs; changes in customer order patterns; changes in product mix; success in technological advances and delivering technological innovations; shortages in components; production delays due to performance quality issues with outsourced components; those events and factors described by us in Item 1.A "Risk Factors" in our most recent Form 10-K and 10-Q; other risks to which our company is subject; other factors beyond the company's control.

Contacts:

Ryan Coleman or Nick Teves

Alpha IR Group for Lightwave Logic

lwlg@alpha-ir.com

312-445-2870

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99 PRESS RELEASE 8.2 KB

Other Documents

• EX-10 EMPLOYMENT AGREEMENT BETWEEN FRED GRAFFAM AND LIGHTWAVE LOGIC, INC., DATED JULY 113.9 KB
• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB