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RxSight (NASDAQ: RXST) hires new CEO, sets $14M equity package

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(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

RxSight, Inc. announced a planned leadership transition effective July 20, 2026, appointing Aziz Mottiwala as President and Chief Executive Officer and a Class II director, while long-time CEO Ron Kurtz, M.D. becomes Chief Medical Officer and resigns from the board.

Mottiwala’s employment letter provides a $750,000 base salary, an annual bonus opportunity of up to 90% of base, a guaranteed $337,500 cash bonus for 2026, and new-hire equity awards valued at $14,000,000, split between stock options and RSUs with multi‑year vesting. A Change in Control Severance Agreement includes cash severance equal to 18 months of salary and target bonus, COBRA reimbursements and 100% equity vesting acceleration upon specified terminations and upon a change in control.

A transition agreement keeps Kurtz at a $740,000 base salary with up to 100% target bonus, four retention bonuses of $370,000 each, and 500,000 RSUs vesting through 2028, plus revised severance protections. The board also adopted a 2026 Inducement Equity Incentive Plan reserving 3,500,000 shares for new‑hire awards. Previously communicated financial guidance remains unchanged.

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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.
CEO base salary $750,000 Annual base salary for Aziz Mottiwala under his employment letter
CEO target bonus percentage 90% Maximum annual bonus as a percentage of Aziz Mottiwala’s base salary
New-hire equity award value $14,000,000 Aggregate grant-date value of Mottiwala’s option and RSU awards
CEO CIC salary and bonus coverage 18 months Months of base salary and target bonus in Mottiwala’s change-in-control severance
Ron Kurtz base salary $740,000 Annual base salary for Ron Kurtz as Chief Medical Officer
Ron Kurtz retention bonus per payment $370,000 Amount of each of four retention bonuses payable between 2027 and 2028
Transition RSU Award 500,000 shares RSUs granted to Ron Kurtz vesting in five equal installments through August 2028
Inducement Plan share reserve 3,500,000 shares Common shares reserved under the 2026 Inducement Equity Incentive Plan
Change in Control Severance Agreement regulatory
"The Company also entered into a Change in Control Severance Agreement with Mr. Mottiwala"
Inducement Equity Incentive Plan financial
"the Board adopted the RxSight, Inc. 2026 Inducement Equity Incentive Plan"
An inducement equity incentive plan is a program that grants employees or executives company shares or stock options to motivate and reward their work, often as a way to attract new talent. It aligns their interests with the company's success, encouraging them to contribute to long-term growth. For investors, such plans can influence a company's stock performance and overall financial health by motivating key personnel.
Nasdaq Listing Rule 5635(c)(4) regulatory
"The Inducement Plan was adopted without stockholder approval pursuant to Nasdaq Listing Rule 5635(c)(4)"
NASDAQ Listing Rule 5635(c)(4) is a rule that requires a company to get approval from its shareholders before selling a large amount of its shares, usually over 20%. This helps protect investors by making sure the company doesn't flood the market with new shares without their say, which could lower the stock's value.
COBRA regulatory
"group health insurance continuation benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”)"
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.
Section 280G of the Code regulatory
"as a result of a payment being classified as a parachute payment under Section 280G of the Code"
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FAQ

What leadership changes at RxSight (RXST) take effect on July 20, 2026?

Aziz Mottiwala becomes President, CEO and Class II director, while Ron Kurtz, M.D. transitions to Chief Medical Officer and resigns from the board. The company describes this as a planned leadership transition to align roles with commercialization and ongoing product development.

What are the key compensation terms for new RxSight (RXST) CEO Aziz Mottiwala?

Mottiwala receives a $750,000 base salary, an annual bonus of up to 90% of base, and a guaranteed $337,500 2026 bonus. He also receives new-hire equity awards valued at $14,000,000, split between stock options and RSUs that vest over three to four years.

How is former CEO Ron Kurtz compensated in his new role at RxSight (RXST)?

Kurtz’s transition agreement provides a $740,000 base salary, an annual bonus opportunity up to 100% of base, and four retention bonuses of $370,000 each. He also receives 500,000 RSUs vesting in five tranches from August 2026 through August 2028, plus updated severance protections.

What change-in-control severance protections does the RxSight (RXST) CEO have?

Under his Change in Control Severance Agreement, Mottiwala can receive a lump sum equal to 18 months of base salary plus 18 months of target bonus, up to 18 months of COBRA reimbursements, and 100% vesting of outstanding equity upon qualifying terminations and if a change in control occurs.

What is the size and purpose of RxSight (RXST)’s 2026 Inducement Equity Incentive Plan?

The 2026 Inducement Equity Incentive Plan reserves 3,500,000 shares of common stock for equity awards to new employees as a material inducement to employment. It was adopted without stockholder approval under Nasdaq Listing Rule 5635(c)(4) and is administered by the Compensation Committee or independent directors.

Did RxSight (RXST) change its financial guidance with this leadership announcement?

No. The company explicitly states it is not updating its previously communicated financial guidance in connection with the CEO transition and related board and management changes. Existing guidance therefore remains in effect following these leadership and compensation actions.
false 0001111485 0001111485 2026-07-13 2026-07-13
 
 

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 13, 2026

 

 

RxSight, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-40690   94-3268801

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

100 Columbia  
Aliso Viejo, California   92656
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (949) 521-7830

 

(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, par value $0.001 per share   RXST   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.

Appointment of President and Chief Executive Officer

On July 13, 2026, the Board of Directors (the “Board”) of RxSight, Inc. (the “Company”) appointed Aziz Mottiwala to serve as the Company’s President and Chief Executive Officer, effective as of Mr. Mottiwala’s first day of employment with the Company, which is expected to be July 20, 2026 (the “Effective Date”), replacing Ron Kurtz, M.D. in such roles. Dr. Kurtz has served as the Company’s President and Chief Executive Officer since 2016 and will transition to serve as the Company’s Chief Medical Officer effective upon Mr. Mottiwala’s appointment.

Prior to joining the Company, Mr. Mottiwala, age 48, served as Chief Commercial Officer of Tarsus Pharmaceuticals, a pharmaceutical company, from August 2020 to July 2026. Mr. Mottiwala has served on the board of directors of OneOC, a non-profit organization based in Orange County, California since March 2018, and OCTANe, a convening organization of the Southern California technology and medical technology business ecosystem, since July 2021. Mr. Mottiwala previously served as Chief Commercial Officer of Opiant Pharmaceuticals, Inc. (“Opiant”), a previously publicly-traded pharmaceutical company specializing in medicines for the treatment of addictions and drug overdose from September 2019 to August 2020. Prior to Opiant, Mr. Mottiwala served as Senior Vice President of Sales and Marketing and Head of Commercial at Avanir Pharmaceuticals, Inc. (“Avanir”), a pharmaceutical company specializing in medicines to treat nervous system disorders from July 2017 to September 2019. Prior to Avanir, Mr. Mottiwala spent over ten years at Allergan in various roles from December 2006 to July 2017, most recently as Vice President of Marketing for Allergan’s eye care portfolio from January 2014 to July 2017. Mr. Mottiwala holds a Bachelor of Science degree in Biochemistry from the University of California, San Diego and an MBA in Marketing and Finance from the Marshall School of Business at the University of Southern California.

Mr. Mottiwala has no family relationships with any of the Company’s directors or executive officers, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Other than as described in this Current Report on Form 8-K, there are no arrangements or understandings between Mr. Mottiwala and any other persons pursuant to which he was appointed as the President and Chief Executive Officer or as a director of the Company.

Appointment of Mr. Mottiwala to Board of Directors; resignation of Dr. Kurtz from Board of Directors

In connection with Dr. Kurtz’s transition to serve as the Company’s Chief Medical Officer, as described above, effective as of the Effective Date, Dr. Kurtz resigned as a member of the Board. Dr. Kurtz’s resignation was not the result of any dispute or disagreement between the Company and Dr. Kurtz on any matter relating to the operations, policies or practices of the Company. On July 13, 2026, the Board appointed Mr. Mottiwala to fill the resulting vacancy, effective as of the Effective Date. Mr. Mottiwala was appointed as a Class II director and his term of office will expire at the Company’s 2029 annual meeting of stockholders or until his successor is duly elected and qualified.

Mottiwala Employment Agreement

In connection with Mr. Mottiwala’s appointment as President and Chief Executive Officer of the Company, on July 13, 2026, the Company entered into an employment letter (the “Mottiwala Employment Agreement”) with Mr. Mottiwala, effective as of the Effective Date. Pursuant to the terms of the Mottiwala Employment Agreement, Mr. Mottiwala will receive an annual base salary of $750,000 and will be eligible to receive an annual bonus of up to 90% of his annual base salary upon achievement of performance objectives to be determined by the Board or its authorized committee; provided that, Mr. Mottiwala will receive an annual cash bonus for calendar year 2026 equal to $337,500, less applicable withholdings and deductions, subject to Mr. Mottiwala’s continued employment with the Company through the applicable date when the Company pays annual cash bonuses for 2026. In addition, pursuant to the Mottiwala Employment Agreement, as a material inducement to Mr. Mottiwala joining the Company, the Compensation Committee of the Board (the “Compensation Committee”) also approved the grant of equity awards to Mr. Mottiwala with an aggregate value on the date of grant equal to $14,000,000 consisting of: (i) an option to purchase shares of the Company’s Common Stock with a value of $2,000,000 (the “Option”) and (2) an award of restricted stock units with a value of $12,000,000 (the “RSU Award,” and collectively with the Option, the “New Hire Awards”). The New Hire Awards will be subject to the terms and conditions of the Company’s 2026 Inducement Equity Incentive Plan and the applicable forms of award agreement thereunder. The grant date of each New Hire Award will be the later of (i) the first Friday following the Effective Date, or the preceding day if the first Friday following the Effective Date is a stock trading holiday, or (ii) the date of the Company filing with the U.S. Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended, a


registration statement on Form S-8 for the registration of the shares of the Company’s Common Stock issuable pursuant to the Company’s 2026 Inducement Equity Incentive Plan, as described below. The Option will have an exercise price equal to the closing price of the Company’s Common Stock on the Nasdaq Global Market on grant date, and will be subject to vesting on the following terms: 25% of the shares subject to the Option will vest on the one-year anniversary of the grant date, with the balance vesting equally monthly over the following three years, such that all of the shares subject to the Option will be fully vested four years from the grant date, subject to Mr. Mottiwala’s continued service to the Company through each applicable vesting date. The RSU Award will be subject to vesting on the following terms: 20% of the shares subject to the RSU Award will vest on the one-year anniversary of the grant date, 20% of the shares subject to the RSU Award will vest on the two-year anniversary of the grant date, and 60% of the shares subject to the RSU Award will vest on the three-year anniversary of the grant date, subject to Mr. Mottiwala’s continued service to the Company through each applicable vesting date. Mr. Mottiwala will be eligible to participate in employee benefit plans generally available to other senior executives of the Company.

The Company also entered into a Change in Control Severance Agreement with Mr. Mottiwala (the “Severance Agreement”), effective as of the Effective Date. Pursuant to the Severance Agreement, if, within the change in control period beginning on the date a letter of intent or similar agreement is made between the Company and an acquiror, provided such date occurs no earlier than 12 months prior to a “change in control” (as defined in the Severance Agreement), and ending 12 months following a change in control, the Company terminates the employment of Mr. Mottiwala without “cause” (excluding death or “disability”) or Mr. Mottiwala resigns for “good reason” (as such terms are defined in the Severance Agreement), and within 60 days following such termination, Mr. Mottiwala executes a waiver and release of claims in the Company’s favor that becomes effective and irrevocable, Mr. Mottiwala will be entitled to receive: (i) a lump sum payment equal to the sum of (A) 18 months of Mr. Mottiwala’s then current annual base salary and (B) 18 months of Mr. Mottiwala’s annual target bonus as in effect in the year of the applicable termination, less applicable withholdings; (ii) reimbursement of premiums to maintain group health insurance continuation benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”), for Mr. Mottiwala and his respective eligible dependents for up to 18 months; and (iii) vesting acceleration as to 100% of the then-unvested shares subject to Mr. Mottiwala’s then outstanding equity awards (and in the case of awards with performance vesting, unless the applicable award agreement governing such award provides otherwise, all performance goals and other vesting criteria will be deemed achieved at target levels of achievement). Pursuant to the Severance Agreement, if, outside of the change in control period, the Company terminates the employment of Mr. Mottiwala without cause (excluding death or disability) or Mr. Mottiwala resigns for good reason, and within 60 days following such termination, Mr. Mottiwala executes a waiver and release of claims in the Company’s favor that becomes effective and irrevocable, Mr. Mottiwala will be entitled to receive: (i) a lump sum payment equal to the sum of (A) 12 months of Mr. Mottiwala’s then current annual base salary and (B) 12 months of Mr. Mottiwala’s annual target bonus as in effect in the year of the applicable termination; and (ii) reimbursement of premiums to maintain group health insurance continuation benefits pursuant to COBRA for Mr. Mottiwala and his eligible dependents for up to 12 months.

Pursuant to the Severance Agreement, if the Company experiences a change in control, and Mr. Mottiwala remains our employee through the date of such change in control, 100% of the then-unvested shares subject to Mr. Mottiwala’s then outstanding equity awards will accelerate and fully vest (and in the case of awards with performance vesting, unless the applicable award agreement governing such award provides otherwise, all performance goals and other vesting criteria will be deemed achieved at target levels of achievement).

Pursuant to the Severance Agreement, in the event any payment to Mr. Mottiwala would be subject to the excise tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended (the “Code”) (as a result of a payment being classified as a parachute payment under Section 280G of the Code), Mr. Mottiwala will receive such payment as would entitle him to receive the greatest after-tax benefit, even if it means that the Company pay Mr. Mottiwala a lower aggregate payment so as to minimize or eliminate the potential excise tax imposed by Section 4999 of the Code.

Mr. Mottiwala has also entered into an indemnification agreement with the Company, which is in substantially the same form as entered into with other officers of the Company.

The foregoing descriptions of the material terms of the Mottiwala Employment Agreement and the Severance Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Mottiwala Employment Agreement and the Severance Agreement, which the Company expects to file as exhibits to a subsequent periodic report to be filed with the SEC.


Kurtz Transition Agreement

In connection with Dr. Kurtz’s transition to serve as the Company’s Chief Medical Officer, as described above, the Company entered into a transition agreement with Dr. Kurtz (the “Transition Agreement”), effective as of the Effective Date. Pursuant to the Transition Agreement, Dr. Kurtz will continue to receive an annual base salary of $740,000 and will be eligible to receive an annual bonus of up to 100% of his annual base salary upon achievement of performance objectives determined by the Board or its authorized committee. Pursuant to the Transition Agreement, if Dr. Kurtz remains an employee of the Company through each of January 1, 2027, July 1, 2027, January 1, 2028 and July 1, 2028, the Company will pay Dr. Kurtz a retention bonus in the amount of $370,000, less applicable withholdings, on each such date (the “Retention Bonuses”). In addition, pursuant to the Transition Agreement, Dr. Kurtz will receive an award of restricted stock units covering 500,000 shares of the Company’s Common Stock (the “Transition RSU Award”). The Transition RSU Award will be subject to the terms and conditions of the Company’s 2021 Equity Incentive Plan (the “Equity Plan”) and the applicable form of award agreement thereunder. The grant date of the Transition RSU Award will be as soon as practicable on or following the date that the Board determines that sufficient shares of the Company’s Common Stock are reserved and available under the Equity Plan to permit the issuance of the Transition RSU Award, but in no event later than January 31, 2027. The Transition RSU Award will be subject to vesting on the following terms: 20% of the shares subject to the Transition RSU Award will vest on each of August 1, 2026, February 1, 2027, August 1, 2027, February 1, 2028 and August 1, 2028, subject to Dr. Kurtz’s continued service to the Company through each applicable vesting date.

Pursuant to the Transition Agreement, on the Effective Date, Dr. Kurtz and the Company will enter into an Amended and Restated Change in Control and Severance Agreement (the “Amended Severance Agreement”). Pursuant to the Amended Severance Agreement, if, within the change in control period beginning on the date a letter of intent or similar agreement is made between the Company and an acquiror, provided such date occurs no earlier than 9 months prior to a “change in control” (as defined in the Amended Severance Agreement), and ending 12 months following a change in control, the Company terminates the employment of Dr. Kurtz without “cause” (excluding death or “disability”) or Dr. Kurtz resigns for “good reason” (as such terms are defined in the Amended Severance Agreement), and within 60 days following such termination, Dr. Kurtz executes a waiver and release of claims in the Company’s favor that becomes effective and irrevocable, Dr. Kurtz will be entitled to receive: (i) (A) if the termination occurs prior to July 1, 2028, a lump sum payment equal to 100% of the aggregate amount of any Retention Bonuses that have not been paid to Dr. Kurtz, plus the sum of (1) 12 months of Dr. Kurtz’s then current annual base salary and (2) 12 months of Dr. Kurtz’s annual target bonus as in effect in the year of the applicable termination, less applicable withholdings, or (B) if the termination occurs on or following July 1, 2028, a lump sum payment equal to the sum of (1) 12 months of Dr. Kurtz’s then current annual base salary and (2) 12 months of Dr. Kurtz’s annual target bonus as in effect in the year of the applicable termination, less applicable withholdings; (ii) reimbursement of premiums to maintain group health insurance continuation benefits pursuant to COBRA, for Dr. Kurtz and his respective eligible dependents for up to 12 months; (iii) vesting acceleration as to 100% of the then-unvested shares subject to Dr. Kurtz’s then outstanding equity awards (and in the case of awards with performance vesting, unless the applicable award agreement governing such award provides otherwise, all performance goals and other vesting criteria will be deemed achieved at target levels of achievement), and (iv) if the termination occurs prior to the date that the Transition RSU Award is granted, the Company will pay Dr. Kurtz $2,500,000, less applicable withholdings, in five equal installments, where the first installment will be paid in lump sum immediately following the effectiveness of the release of claims, and the remaining installments will be paid on each of February 1, 2027, August 1, 2027, February 1, 2028 and August 1, 2028. Pursuant to the Amended Severance Agreement, if, outside of the change in control period, the Company terminates the employment of Dr. Kurtz without cause (excluding death or disability) or Dr. Kurtz resigns for good reason, and within 60 days following such termination, Dr. Kurtz executes a waiver and release of claims in the Company’s favor that becomes effective and irrevocable, Dr. Kurtz will be entitled to receive: (i) (A) if the termination occurs prior to July 1, 2028, a lump sum payment equal to 100% of the aggregate amount of any Retention Bonuses that have not been paid to Dr. Kurtz, or (B) if the termination occurs on or following July 1, 2028, a lump sum payment equal to the sum of (1) 12 months of Dr. Kurtz’s then current annual base salary and (2) 12 months of Dr. Kurtz’s annual target bonus as in effect in the year of the applicable termination; (ii) reimbursement of premiums to maintain group health insurance continuation benefits pursuant to COBRA for Dr. Kurtz and his eligible dependents for up to 12 months, (iii) vesting acceleration as to 100% of the then-unvested shares subject to Dr. Kurtz’s then outstanding Transition RSU Awards, and (iv) if the termination occurs prior to the date that the Transition RSU Award is granted, the Company will pay Dr. Kurtz $2,500,000, less applicable withholdings, in five equal installments, where the first installment will be paid in lump sum immediately following the effectiveness of the release of claims, and the remaining installments will be paid on each of February 1, 2027, August 1, 2027, February 1, 2028 and August 1, 2028.

Pursuant to the Amended Severance Agreement, if the Company experiences a change in control, and Dr. Kurtz remains our employee through the date of such change in control, 100% of the then-unvested shares subject to Dr. Kurtz’s then outstanding equity awards will accelerate and fully vest (and in the case of awards with performance vesting, unless the applicable award agreement governing such award provides otherwise, all performance goals and other vesting criteria will be deemed achieved at target levels of achievement).

Pursuant to the Amended Severance Agreement, in the event any payment to Dr. Kurtz would be subject to the excise tax imposed by Section 4999 of the Code (as a result of a payment being classified as a parachute payment under Section 280G of the Code), Dr. Kurtz will receive such payment as would entitle him to receive the greatest after-tax benefit, even if it means that the Company pays Dr. Kurtz a lower aggregate payment so as to minimize or eliminate the potential excise tax imposed by Section 4999 of the Code.


The foregoing description of the material terms of the Transition Agreement and the Amended Severance Agreement do not purport to be complete and are qualified in its entirety by reference to the full text of the Transition Agreement and the Amended Severance Agreement, which the Company expects to file as an exhibit to a subsequent periodic report to be filed with the SEC.

Adoption of the RxSight, Inc. 2026 Inducement Plan

On July 13, 2026, the Board adopted the RxSight, Inc. 2026 Inducement Equity Incentive Plan (the “Inducement Plan”), pursuant to which the Company may from time to time make equity grants to new employees as a material inducement to their employment. The Inducement Plan was adopted without stockholder approval pursuant to Nasdaq Listing Rule 5635(c)(4) and will be administered by the Compensation Committee.

The Board has reserved 3,500,000 shares of Common Stock for issuance under the Inducement Plan. The only persons eligible to receive grants of Inducement Awards (as defined below) under the Inducement Plan are individuals who satisfy the standard for inducement grants under Nasdaq Listing Rule 5635(c)(4). Inducement Awards may only be granted by: (i) the Compensation Committee, provided it is comprised solely of “independent directors” (as defined by Nasdaq Listing Rule 5605(a)(2)) or (ii) a majority of the Company’s “independent directors.” An “Inducement Award” means any Company equity award granted under the Inducement Plan (including nonstatutory stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights, or performance awards). The Board also adopted a form of stock option award agreement (the “Form Inducement Stock Option Award Agreement”) and form of restricted stock unit agreement (the “Form Inducement RSU Award Agreement”), each for use under the Inducement Plan.

The foregoing description of the Inducement Plan, Form Inducement Stock Option Award Agreement, and Form Inducement RSU Award Agreement do not purport to be a complete description and are qualified in their entirety by reference to the full text of the Inducement Plan, the Form Stock Option Award Agreement, and the Form Inducement RSU Award Agreement, each of which the Company expects to file as exhibits to a subsequent periodic report to be filed with the SEC.

 

Item 7.01

Regulation FD Disclosure.

On July 15, 2026, the Company issued a press release announcing the appointment of Mr. Mottiwala as President and Chief Executive Officer of the Company and the transition of Dr. Kurtz to Chief Medical Officer. A copy of the press release announcing such information is furnished herewith as Exhibit 99.1 and incorporated by reference into this Item 7.01 by reference.

The information in this Item 7.01, including Exhibit 99.1 attached hereto, 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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

Number

  

Description

99.1    Press Release, dated July 15, 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.

 

      RxSight, Inc.
Date: July 15, 2026     By:  

/s/ Mark Wilterding

    Name:   Mark Wilterding
    Title:   Chief Financial Officer

Exhibit 99.1

 

LOGO

RXSIGHT ANNOUNCES APPOINTMENTS OF AZIZ MOTTIWALA AS CHIEF EXECUTIVE OFFICER AND RON KURTZ, MD AS CHIEF MEDICAL OFFICER

Aliso Viejo, Calif. – July 15, 2026 – RxSight, Inc. (NASDAQ: RXST) today announced a planned leadership transition effective July 20, 2026, with Aziz Mottiwala appointed President and Chief Executive Officer, succeeding Ron Kurtz, M.D., who will continue to serve as Chief Medical Officer.

Mr. Mottiwala brings extensive commercial leadership experience across eye care, with a proven track record of building and scaling high-performing commercial organizations. He most recently served as Chief Commercial Officer at Tarsus Pharmaceuticals and previously held the same role at Opiant Pharmaceuticals. Before that, he spent more than a decade at Allergan, where he held senior leadership positions across the company’s eye care franchise and broader commercial organization. Mr. Mottiwala holds a B.S. in Biochemistry from the University of California, San Diego, and an MBA from the University of Southern California.

“I am excited and honored to join RxSight at such a critical time for the Company,” said Mr. Mottiwala. “RxSight has created a unique and differentiated platform with significant opportunity ahead. Adjustability has brought a new level of accuracy and customization to modern cataract surgery that is still in the early stages of market adoption.”

“We are excited to welcome Aziz to RxSight and believe his deep commercial and operational experience in eye care makes him exceptionally well suited to lead the Company into its next chapter of value creation,” said Andy Corley, Chairman of the RxSight Board of Directors. “On behalf of the Board, I want to express our sincere appreciation to Ron for his vision and leadership in establishing adjustability in the ophthalmic marketplace, and for his continued commitment to advancing our technology and clinical value as Chief Medical Officer. Ron’s track record of product development is well known throughout the ophthalmic community, and we look forward to his continued leadership as we expand adjustability into broader market segments.”

“RxSight is well positioned to further its mission of transforming cataract surgery through adjustability, making this the right time for me to focus on areas where I can have the greatest impact,” said Dr. Kurtz. “I look forward to working closely with Aziz, the RxSight team, and our clinical partners to continue bringing life-changing innovations and personalized vision to patients.”

In connection with this transition, Dr. Kurtz will resign from the Board of Directors, at which time Mr. Mottiwala will be appointed to the Board.

The Company is not updating its previously communicated financial guidance in connection with this announcement.

About RxSight, Inc.

RxSight, Inc. is an ophthalmic medical device company dedicated to providing high-quality customized vision to patients following cataract surgery. The RxSight Light Adjustable Lens system, comprised of the RxSight Light Adjustable Lens (LAL/LAL+, collectively the “LAL”), RxSight Light Delivery Device (LDD) and accessories, is the first and only commercially available intraocular lens (IOL) technology that can be adjusted after surgery, enabling doctors to customize and deliver high-quality vision to patients after cataract surgery. Additional information about RxSight can be found at www.rxsight.com.


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Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. All statements in this press release that are not purely historical are forward-looking statements, including, without limitation, statements regarding the planned leadership transition and changes in the company’s Board of Directors and related timing; the stage of market adoption for adjustability in modern cataract surgery; potential value creation at the company; and the potential expansion of adjustability into broader market segments.

Such statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, implied or inferred by these forward-looking statements, including those risks described in the company’s prior press releases and the company’s filings with the Securities and Exchange Commission (SEC), including in Part II, Item 1A (Risk Factors) of the company’s Quarterly Report on Form 10-Q for the period ended March 31, 2026, filed with the SEC on May 6, 2026, and any subsequent filings with the SEC. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “would,” “expects,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “predicts,” “projects,” “potential,” or “continue” or the negative of such terms and other same terminology. These statements are only predictions based on our current expectations and projections about future events. You should not place undue reliance on these statements. Actual events or results may differ materially. In evaluating these statements, you should specifically consider various factors. These and other factors may cause our actual results to differ materially from any forward-looking statement. RxSight undertakes no obligation to update any of the forward-looking statements after the date of this press release to conform those statements to reflect the occurrence of unanticipated events, except as required by applicable law.

Investor Relations Contact:

Oliver Moravcevic

VP, Investor Relations

omoravcevic@rxsight.com

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