AUDIOEYE, INC. (OTCMKTS:AEYE) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On September 16, 2019, the Board of Directors (the “Board”) of AudioEye, Inc. (the “Company”) appointed Todd Bankofier as the Chief Revenue Officer of the Company. At such time, Mr. Bankofier ceased to serve as the Company’s Chief Executive Officer.
In connection with Mr. Bankofier’s appointment as Chief Revenue Officer as described above, the Company and Mr. Bankofier entered into a Second Amended and Restated Executive Employment Agreement effective as of September 16, 2019 (the “Amended Agreement”), which amends and restates that certain Amended and Restated Executive Employment Agreement, effective as of January 1, 2019, between the Company and Mr. Bankofier. The Amended Agreement provides for a term of employment through September 15, 2020 (the “Term”). If Mr. Bankofier’s employment continues after the Term expires, then such employment will be on an at-will basis subject to the terms and conditions of the Amended Agreement. Under the Amended Agreement, Mr. Bankofier’s base annual salary will change to $230,000 as of January 1, 2020, subject to adjustment after expiration of the Term. Mr. Bankofier will continue to be eligible to receive an annual bonus for 2019 and, for 2020 and any subsequent years, will be eligible to receive quarterly bonuses based on the extent to which the Company achieves certain quarterly bookings and sales goals that will be established by the Board. The Amended Agreement also provides for Mr. Bankofier, subject to approval by the Compensation Committee of the Board, to be granted restricted stock units having a value of approximately $50,000 at the time of grant. Also, if during the term of the Amended Agreement (including any period following the Term), the Company terminates Mr. Bankofier’s employment without cause or he resigns for “good reason” (the definition of which is modified in the Amended Agreement), Mr. Bankofier will be eligible to receive a separation payment in an amount of up to four months of his base annual salary and payment of the cost of certain COBRA continuation coverage for him and his eligible dependents.
The foregoing description of the Amended Agreement is qualified in its entirety by the terms and conditions of the Amended Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.