Filing Analysis
AudioEye, Inc. filed an 8-K to furnish its quarterly earnings press release for the fiscal quarter ended June 30, 2026.
📋 Key Facts
- The filing reports financial results for the fiscal quarter ended June 30, 2026.
- Results were released via a press release on August 13, 2026.
- The report was signed by CEO Kelly Georgevich.
AudioEye, Inc. held its 2026 Annual Meeting of Stockholders on June 22, 2026. The meeting resulted in the successful election of five directors and a non-binding advisory vote regarding executive compensation.
📋 Key Facts
- Annual Meeting held via live webcast on June 22, 2026.
- Total shares outstanding at record date: 12,493,415.
- Quorum achieved with 7,233,716 shares (58% of total voting power) represented by proxy.
- Proposal 1 (Election of Directors): All five candidates—Dr. Katherine Fleming, James B. Hawkins, David Moradi, Jamil Tahir, and Kelly Georgevich—were elected.
- Proposal 2 (Executive Compensation Advisory Vote): Received 5,551,022 votes 'For', 1,378,974 'Against', and 303,720 'Abstain'.
- The meeting results were filed in accordance with Item 5.07.
AudioEye, Inc. has appointed Matthew Domeyer as its new Chief Financial Officer, effective July 20, 2026. Mr. Domeyer replaces Kelly Georgevich, who transitioned to the role of Chief Executive Officer on May 4, 2026.
📋 Key Facts
- Matthew Domeyer appointed as CFO effective July 20, 2026.
- Mr. Domeyer's annual base salary is $350,000 with a $75,000 one-time signing bonus.
- Equity grant includes 36,000 stock units: 3,000 signing RSUs, 15,000 time-based RSUs, and 18,000 performance-based RSUs (PSUs).
- Mr. Domeyer previously served as Corporate Controller of Flexsteel Industries, Inc. and spent eight years at PwC.
- The transition is part of a succession plan following Kelly Georgevich's appointment as CEO on May 4, 2026.
AudioEye, Inc. dismissed its independent registered public accounting firm, MaloneBailey, LLP, and appointed RSM US LLP as its new auditor for the fiscal year ending December 31, 2026.
📋 Key Facts
- Dismissal of MaloneBailey, LLP effective May 26, 2026.
- Appointment of RSM US LLP as new auditor effective May 26, 2026.
- The reports for fiscal years 2024 and 2025 did not contain adverse or qualified opinions.
- No disagreements between the Company and MaloneBailey on accounting principles, financial statement disclosure, or auditing scope.
- No 'reportable events' as defined in Item 304(a)(1)(v) of Regulation S-K occurred during the interim period through May 26, 2026.
AudioEye, Inc. reported its financial results for the first fiscal quarter ended March 31, 2026. The information was furnished under Item 2.02 and includes a press release as an exhibit.
🚩 Red Flags
- Combined CEO and CFO roles can represent a concentration of power and potential lack of internal check/balance.
📋 Key Facts
- Reported Q1 2026 results on May 12, 2026
- Results cover the period ending March 31, 2026
- Kelly Georgevich signed as both CEO and CFO
- Information furnished under Item 2.02, not 'filed' for Section 18 purposes
AudioEye, Inc. announced a leadership transition where CFO Kelly Georgevich was promoted to CEO and Director, while former CEO David Moradi transitioned to Executive Chairman and Chief Product Officer. Ms. Georgevich will continue to serve as CFO until a successor is identified, effectively holding the top executive and financial roles simultaneously.
🚩 Red Flags
- Concentration of power: Kelly Georgevich is currently serving as CEO, CFO, and Secretary simultaneously.
- Tax gross-up provision: The company agreed to pay Mr. Moradi a gross-up for any excise taxes under Section 4999, which is often considered a shareholder-unfriendly practice.
📋 Key Facts
- Kelly Georgevich was appointed CEO, Secretary, and Director effective May 4, 2026.
- David Moradi transitioned from CEO to Executive Chairman and Chief Product Officer on the same date.
- Ms. Georgevich's new base salary is $450,000, and she received 50,000 RSUs and 60,000 PSUs.
- Mr. Moradi maintains a $1 annual base salary but received 58,000 RSUs and 69,600 PSUs.
- Mr. Moradi's agreement includes a tax gross-up provision for Section 4999 excise taxes related to parachute payments.
AudioEye, Inc. announced preliminary estimated unaudited financial results for the first quarter ended March 31, 2026. The information was released via a press release on April 23, 2026, and furnished under Item 2.02.
📋 Key Facts
- Preliminary unaudited financial results for the first quarter ended March 31, 2026.
- Press release issued on April 23, 2026.
- The filing is furnished under Item 2.02 (Results of Operations and Financial Condition).
- The company is a Delaware corporation trading on the Nasdaq Capital Market under the symbol AEYE.
AudioEye, Inc. reported its financial results for the fourth quarter and fiscal year ended December 31, 2025. The results were furnished in a press release attached as Exhibit 99.1.
📋 Key Facts
- Financial results cover the period ending December 31, 2025
- Filing includes Item 2.02 (Results of Operations and Financial Condition)
- The press release is furnished and not legally 'filed' under Section 18 of the Exchange Act
- Report signed by CEO David Moradi on March 5, 2026
AudioEye, Inc. issued an 8-K to announce the release of preliminary estimated unaudited financial results for its fourth quarter ended December 31, 2025.
📋 Key Facts
- The filing is a notification of preliminary Q4 2025 financial results.
- Results are described as 'unaudited' and 'preliminary'.
- The announcement was made via press release on January 13, 2026.
AudioEye, Inc. filed an 8-K to furnish its quarterly earnings press release for the fiscal quarter ended September 30, 2025.
📋 Key Facts
- The filing was made on November 4, 2025.
- The report pertains to results of operations and financial condition for the quarter ending September 30, 2025.
- A press release (Exhibit 99.1) was issued simultaneously with this filing.
AudioEye, Inc. filed an 8-K to furnish its quarterly earnings press release for the fiscal quarter ended June 30, 2025.
📋 Key Facts
- The filing is a standard announcement of results of operations and financial condition (Item 2.02).
- Reporting period: Fiscal quarter ended June 30, 2025.
- Filing date: August 7, 2025.
AudioEye, Inc. held its 2025 Annual Meeting of Stockholders on May 23, 2025, reporting the results of stockholder votes regarding director elections, executive compensation advisory votes, and auditor ratification.
📋 Key Facts
- Annual Meeting held via live webcast on May 23, 2025.
- Total outstanding voting securities at record date: 12,426,539 shares.
- Proxy representation at meeting: 9,477,241 shares (76.3% of total voting power).
- All four proposals were passed by stockholders.
- Proposal 1: Election of Directors (Dr. Katherine Fleming, James B. Hawkins, David Moradi, and Jamil Tahir) was successful.
- Proposal 2: Advisory vote on 2024 executive compensation was approved.
- Proposal 3: Stockholders voted for an annual frequency for future advisory votes on executive compensation.
- Proposal 4: Ratification of MaloneBailey, LLP as the independent registered public accounting firm for fiscal year ending Dec 31, 2025.
AudioEye, Inc. filed an 8-K to furnish its press release regarding financial results for the fiscal quarter ended March 31, 2025.
📋 Key Facts
- Report date: April 29, 2025
- Reporting period: Fiscal quarter ended March 31, 2025
- The filing is a standard announcement of quarterly earnings results via press release (Exhibit 99.1).
AudioEye, Inc. announced a significant leadership restructuring involving the departure of Executive Chairman Dr. Carr Bettis and the appointment of CEO David Moradi as Chairman. Additionally, the company's CEO has transitioned to a $1 annual base salary in exchange for extended employment terms and RSU grants.
🚩 Red Flags
- CEO base salary reduction to $1 (indicative of extreme cash preservation needs or heavy equity-based compensation shift).
- Departure of the Executive Chairman and a subsequent reduction in Board size.
- Significant extension of performance periods for PSAs, potentially delaying achievement of milestone-based incentives.
📋 Key Facts
- CEO David Moradi's term is extended from August 20, 2025, to January 9, 2027.
- Effective Q2 2025, CEO David Moradi's annual base salary will be reduced to $1.
- Moradi granted 241,444 Restricted Stock Units (RSUs) on March 31, 2025, with vesting in Jan 2026 and Jan 2027.
- Performance share periods for existing PSAs were extended to January 9, 2027.
- Executive Chairman Dr. Carr Bettis will terminate his position and employment effective at the May 23, 2025 Annual Meeting.
- David Moradi is appointed to succeed Dr. Bettis as Chairman of the Board effective at the May 23, 2025 Annual Meeting.
- The Board of Directors size will be reduced from five members to four following Dr. Bettis' departure.
AudioEye, Inc. entered into a new $20 million credit facility with Western Alliance Bank on March 31, 2025, to refinance existing debt and provide working capital. The agreement includes a $12 million Term A Advance (funded), up to $5 million in subsequent term advances, and a $3 million revolving line of credit.
🚩 Red Flags
- The company is refinancing existing debt (SG Credit Partners), which may indicate a need to manage liquidity or extend maturities.
- Strict cash maintenance covenant requiring $3.0 million in unencumbered cash through mid-2026.
📋 Key Facts
- Entered into Loan and Security Agreement with Western Alliance Bank on March 31, 2025.
- Term A Advance of $12.0 million was funded on March 31, 2025.
- Total potential Term Advances (A & B) up to $17.0 million and a $3.0 million Revolving Facility.
- Maturity date for all facilities is March 31, 2030.
- Interest rate: Floating rate of 3.25% above the term SOFR rate.
- Proceeds used to repay ~$7.3 million in outstanding debt to SG Credit Partners, Inc. and for working capital/acquisitions.
- Requires maintenance of at least $3.0 million in unencumbered cash through June 30, 2026.
- Includes specific leverage covenants (Debt/ARR and Debt/EBITDA) starting in late 2026.
AudioEye, Inc. has filed an 8-K to furnish its press release regarding financial results for the fiscal quarter and fiscal year ended December 31, 2024.
📋 Key Facts
- Reporting period: Fiscal quarter and fiscal year ended December 31, 2024.
- Filing date: March 12, 2025.
- The filing includes Exhibit 99.1 containing the press release of financial results.
AudioEye, Inc. announced the resignation of director Anthony Coelho and the simultaneous appointment of James B. Hawkins to the Board of Directors. Mr. Hawkins will serve on the Audit, Compensation, and Nominating and Corporate Governance Committees.
📋 Key Facts
- Anthony Coelho resigned as a director effective March 3, 2025.
- James B. Hawkins elected to fill the vacancy created by Coelho's resignation.
- Mr. Hawkins will serve until the 2025 Annual Meeting of Stockholders or until his successor is qualified.
- Mr. Hawkins appointed to Audit, Compensation, and Nominating and Corporate Governance Committees effective March 3, 2025.
- James B. Hawkins previously served as President and CEO of Natus Medical (2004–July 2018).
- Compensation for Mr. Hawkins includes pro-rated RSUs based on the 2024 Proxy Statement guidelines.
AudioEye, Inc. announced a Board-approved share repurchase program of up to $12.5 million. The program is set to expire on January 24, 2027, and will be funded through working capital, cash from operations, and borrowings.
🚩 Red Flags
- The company intends to use 'proceeds from borrowings' to fund the repurchase, which can increase leverage on the balance sheet.
📋 Key Facts
- Repurchase amount: Up to $12.5 million of common stock.
- Expiration date: January 24, 2027.
- Funding sources: Working capital, cash from operations, and proceeds from borrowings.
- Methodology: Open market or privately-negotiated transactions.
AudioEye, Inc. entered into an underwriting agreement for a public secondary offering of 1,250,000 shares of common stock at $24.00 per share. The offering is being conducted by existing stockholders (Selling Stockholders) and the company will receive no proceeds from this sale.
🚩 Red Flags
- Secondary offering: The company itself receives no capital; the liquidity event is purely for existing insiders/stockholders to exit positions.
- Insider selling: Significant volume (1.25M shares) being sold by key individuals (Moradi, Bettis, Tahir).
📋 Key Facts
- Secondary offering of 1,250,000 shares of Common Stock.
- Offering price: $24.00 per share.
- Underwriters include Needham & Company, LLC as the representative.
- Selling stockholders include David Moradi, Dr. Carr Bettis, and Jamil Tahir.
- The company will not receive any proceeds from this sale of shares by Selling Stockholders.
- Expected closing date: December 6, 2024.
- Underwriters have a 30-day option to purchase up to an additional 187,500 shares.
- 90-day lock-up agreement for directors, executive officers, and certain stockholders.
AudioEye, Inc. filed an 8-K to furnish its earnings press release for the fiscal quarter ended September 30, 2024.
📋 Key Facts
- Reporting period: Fiscal quarter ended September 30, 2024
- Filing date: November 7, 2024
- The filing includes a press release as Exhibit 99.1 regarding results of operations and financial condition.
AudioEye, Inc. entered into a definitive agreement to acquire ADA Site Compliance, LLC for a total potential consideration of $8,000,000, consisting of cash and promissory notes with additional earn-out potential. The company also updated its Q3 2024 financial guidance alongside the acquisition announcement.
🚩 Red Flags
- Significant short-term debt obligation: $2.4M promissory note due within 60 days of closing.
- Liquidity covenant requirement: The company must maintain at least $3,000,000 in liquidity after making payments to satisfy lender requirements.
📋 Key Facts
- Acquisition of ADA Site Compliance, LLC closed on September 27, 2024.
- Total cash consideration: $4,000,000.
- Issuance of unsecured promissory notes to Sellers totaling $2,400,000, due in 60 days.
- Potential earn-out consideration up to $1,600,000 based on revenue thresholds (can exceed this if targets are met).
- Q3 2024 Revenue guidance: $8.9M - $8.95M; Adjusted EBITDA: $1.925M - $1.95M; Adjusted EPS: $0.15 - $0.16.
- The acquisition is expected to be accretive in Q4 2024.
AudioEye, Inc. filed an 8-K to furnish its quarterly press release for the fiscal quarter ended June 30, 2024. The filing serves as a formal notification of the release of financial results.
📋 Key Facts
- Report date: July 25, 2024
- Reporting period: Fiscal quarter ended June 30, 2024
- The filing contains no specific financial figures in the text provided; it refers to Exhibit 99.1 for details.
- Company is listed on the Nasdaq Capital Market (Ticker: AEYE).
AudioEye, Inc. entered into an 'At The Market' (ATM) offering agreement with Craig-Hallum Capital Group LLC to sell up to $7.0 million in common stock at prevailing market prices.
🚩 Red Flags
- Potential for immediate dilution of existing shareholders through market sales.
- ATM offerings are often used by micro-cap companies to raise quick working capital, which can signal liquidity needs.
📋 Key Facts
- Entered into Sales Agreement with Craig-Hallum Capital Group LLC on June 5, 2024.
- Aggregate offering price of up to $7.0 million in common stock.
- Agent (Craig-Hallum) will receive a 3.0% commission on gross proceeds.
- Shares will be issued under the existing Form S-3 registration statement (File No. 333-276937).
- The company is not obligated to sell, and the agent is not obligated to buy/sell.
AudioEye, Inc. reported the results of its 2024 Annual Meeting of Stockholders, where shareholders approved several key proposals including amendments to the 2020 Equity Incentive Plan and an amendment to the Certificate of Incorporation regarding officer exculpation.
🚩 Red Flags
- Exculpation Amendment: The company successfully passed a measure to limit the personal liability of its officers, which can be viewed as a reduction in accountability for management.
📋 Key Facts
- Stockholders approved increasing the number of shares authorized under the 2020 Equity Plan by 1,500,000 shares.
- The term of the 2020 Equity Plan was extended by an additional ten years.
- Shareholders approved an 'Exculpation Amendment' to limit the personal liability of officers under Delaware law.
- The Board amended By-Laws to eliminate requirements for disclosing relationships/financial transactions in stockholder nominations and narrowed the definition of 'stockholder associated person'.
- MaloneBailey, LLP was ratified as the independent registered public accounting firm for fiscal year 2024.
- 72.88% of total voting power (8,496,238 shares) was represented at the meeting.
AudioEye, Inc. filed an 8-K to furnish its quarterly press release regarding financial results for the fiscal quarter ended March 31, 2024.
📋 Key Facts
- Report date: April 23, 2024
- Reporting period: Fiscal quarter ended March 31, 2024
- The filing is a standard earnings release under Item 2.02.
AudioEye, Inc. entered into an amendment to its existing Loan and Security Agreement with SG Credit Partners, Inc. on March 5, 2024. The amendment specifically increases the Permitted Stock Repurchase limit to $3.5 million.
🚩 Red Flags
- Increased stock repurchase limit within a loan agreement can sometimes indicate pressure to support share price or manage capital structure under debt constraints.
📋 Key Facts
- Amendment to Loan and Security Agreement dated November 30, 2023.
- Parties involved: AudioEye, Inc., its subsidiary Springtime, Inc. (Borrowers), and SG Credit Partners, Inc. (Lender).
- The amendment increases the Permitted Stock Repurchase amount to $3.5 million.
- Company also issued a press release regarding fiscal year 2023 financial results on March 6, 2024.