false
0002009312
0002009312
2026-10-17
2026-10-17
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): October 17, 2026
| Powerus
Corporation |
| (Exact
name of registrant as specified in its charter) |
| Nevada |
|
001-42507 |
|
99-0418678 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
885
Paragon Way
Rock
Hill, South Carolina |
|
29730 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: 561-567-0323
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, $0.001 par
value |
|
PUSA |
|
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
October 17, 2026, Powerus Corporation (the “Company”) entered into an employment agreement with Leah Lunger to be its Chief
Accounting Officer, with an expected start date of November 16, 2026.
Ms.
Lunger, 36, brings extensive finance, accounting and public company reporting experience. She joins the Company from Lunger Consulting
LLC, where she has provided public company financial consulting services since April 2026. Prior to this, Ms. Lunger spent five years
with Red Cat Holdings, Inc. (“Red Cat”), a drone and robotic systems company, including as its Chief Financial Officer from
2024 to 2025, its Vice President of Finance from 2023 to 2024 and its Corporate Controller from 2020 to 2023. From 2017 to 2020, Ms.
Lunger served as the Controller of Fat Shark Holdings, a provider of equipment to the drone industry, which was subsequently acquired
by Red Cat. Ms. Lunger is a Certified Public Accountant and has a B.S. degree in Public Accountancy and B.A. degree in French from Calvin
College.
In
connection with her employment, the Company and Ms. Lunger have entered into an employment agreement, to be effective November 16, 2026,
with an initial base salary of $235,000. Ms. Lunger will be eligible for target annual incentive award opportunities pursuant to the
Company’s bonus program or cash incentive plan and will participate in employee benefit plans in effect from time to time. As part
of her hiring, Ms. Lunger will receive a grant of 150,000 non-qualified stock options and a grant of 50,000 restricted stock units, in
each case vesting in quarterly increments over the four-year period beginning three months after her start date. If her employment is
terminated without cause, Ms. Lunger will be entitled to severance equal to three months of base salary.
The
description of the employment agreement with Ms. Lunger does not purport to be complete and is qualified in its entirety by reference
to the full text of the agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Ms.
Lunger has no family relationships with any of the Company’s directors or executive officers, and she is not a party to, and does
not have any direct or indirect material interest in, any transaction requiring disclosure under Item 404(a) of Regulation S-K. There
are no arrangements or understandings between Ms. Lunger and any other persons pursuant to which she was selected as an executive officer.
| Item
9.01 | Financial Statements
and Exhibits. |
(d)
Exhibits.
The
following exhibits are being filed herewith:
| Exhibit
No. |
|
Description |
| 10.1 |
|
Employment Agreement between Powerus Corporation and Leah Lunger, dated October 17, 2026. |
| 104 |
|
Cover Page Interactive
Data File (embedded with 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.
Date:
October 22, 2026
| Powerus Corporation |
|
| |
|
|
| By: |
/s/ Jim
Biehl |
|
| Name: |
Jim Biehl |
|
| Title: |
Chief Legal Officer |
|