Form 8-K
8-K — AUDIOEYE INC
Accession: 0001104659-26-108940
Filed: 2026-09-18
Period: 2026-09-18
CIK: 0001362190
SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)
Item: Entry into a Material Definitive Agreement
Item: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
Item: Financial Statements and Exhibits
Documents
8-K — aeye-20260918x8k.htm (Primary)
EX-10.1 (aeye-20260918xex10d1.htm)
XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K
8-K (Primary)
Filename: aeye-20260918x8k.htm · Sequence: 1
AUDIOEYE INC_September 18, 2026
NASDAQAUDIOEYE INC0001362190false00013621902026-09-182026-09-18
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 18, 2026
AUDIOEYE, INC.
(Exact name of registrant as specified in charter)
Delaware
001-38640
20-2939845
State of Other Jurisdiction of
Incorporation
Commission File Number
IRS Employer Identification No.
5210 E. Williams Circle, Suite 750
Tucson, Arizona 85711
(Address of principal executive offices / Zip Code)
(866) 331-5324
(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.
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act.
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
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 $0.00001 per share
AEYE
The Nasdaq Capital Market
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 1.01
Entry into a Material Definitive Agreement.
On September 18, 2026, AudioEye, Inc. (the “Company”) entered into a Fourth Loan Modification Agreement (the “Fourth Amendment”) to the Loan and Security Agreement, dated as of March 31, 2025, by and among the Company and Western Alliance Bank (the “Bank”) (as amended by that certain Consent and First Loan Modification Agreement dated as of May 22, 2025, that certain Second Loan Modification Agreement dated as of August 13, 2025, and that certain Consent and Third Loan Modification Agreement dated as of January 12, 2026, the “Loan Agreement”).
The Fourth Amendment modifies the definitions of “Adjusted EBIDA” and “Adjusted EBITDA” in the Loan Agreement to permit the Company, in addition to the existing adjustments set forth in the Loan Agreement, to add back litigation expenses that, in the good faith determination of the Company, are not part of its ongoing operations and are reasonably acceptable to the Bank, in the calculation of those amounts, up to $5.0 million on a trailing twelve-month basis through and including December 31, 2026, and up to $3.0 million on a trailing twelve-month basis commencing as of January 1, 2027, through and including December 31, 2027.
In addition, the Fourth Amendment amends the definition of “Permitted Stock Buyback Amount” to replace annual dollar limits for each of fiscal years 2025, 2026, and 2027, which totaled $7.0 million, with an amount not to exceed $7.0 million in the aggregate for fiscal years 2025, 2026, and 2027. The definition maintains an annual limit of $2.0 million for fiscal year 2028 and each fiscal year thereafter.
The foregoing description of the Fourth Amendment is a summary only and is qualified in its entirety by reference to such document, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet of a Registrant.
The disclosure required by this Item is included in Item 1.01, which is incorporated herein by reference.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits:
Exhibit
Number
Description
10.1
Fourth Loan Modification Agreement, dated as of September 18, 2026, by and among Western Alliance Bank and AudioEye, Inc.
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.
September 18, 2026
AudioEye, Inc.
(Registrant)
By
/s/ Kelly Georgevich
Name: Kelly Georgevich
Title: Chief Executive Officer
EX-10.1
EX-10.1
Filename: aeye-20260918xex10d1.htm · Sequence: 2
Exhibit 10.1
FOURTH LOAN MODIFICATION AGREEMENT
This Fourth Loan Modification Agreement (this “Amendment”) is entered into this 18th day of September, 2026, by and among (a) WESTERN ALLIANCE BANK, an Arizona corporation (“Bank”) and (b) AUDIOEYE, INC., a Delaware corporation (“Borrower”).
RECITALS
A.Among other indebtedness which may be owing by Borrower to Bank, Borrower is indebted to Bank pursuant to, among other documents, that certain Loan and Security Agreement, dated as of March 31, 2025, by and between Borrower and Bank, as amended by that certain Consent and First Loan Modification Agreement dated as of May 22, 2025 by and between Bank and Borrower, as further amended by that certain Second Loan Modification Agreement dated as of August 13, 2025 by and between Bank and Borrower, and as further amended by that certain Consent and Third Loan Modification Agreement dated as of January 12, 2026 by and between Bank and Borrower (as may be further amended, modified, supplemented, or restated from time to time, the “Loan and Security Agreement”). Hereinafter, all indebtedness owing by Borrower to Bank shall be referred to as the “Indebtedness” and the Loan and Security Agreement and any and all other documents executed by Borrower in favor of Bank shall be referred to as the “Existing Documents.”
B.Prior this Amendment, (i) ADA SITE COMPLIANCE, LLC, a Delaware limited liability company (“ADA”), and (ii) CRITERION 508 SOLUTIONS, INC., an Iowa corporation merged with and into Borrower.
C. Borrower has requested that Bank amend the Loan and Security Agreement to make certain revisions to the Loan and Security Agreement as more fully set forth herein.
D.Bank has agreed to so amend the Loan and Security Agreement, subject to the conditions and in reliance upon the representations and warranties set forth below.
AGREEMENT
Now, Therefore, in consideration of the foregoing recitals and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, and intending to be legally bound, the parties hereto agree as follows:
1.DEFINITIONS. Capitalized terms used but not defined in this Amendment shall have the meanings given to them in the Loan and Security Agreement.
2.MODIFICATIONS TO LOAN AND SECURITY AGREEMENT.
2.1Section 1.1 (Definitions). The following defined terms and their definitions set forth in Section 1.1 of the Loan and Security Agreement are amended in their entirety and replaced with the following:
““Adjusted EBIDA” means, with respect to any period of determination, EBDA (without duplication) plus (a) (i) interest expense, as determined in accordance with GAAP, and (ii) litigation expenses that, in the good faith determination of Borrower, are not part of Borrower’s ongoing operations and are reasonably acceptable to Bank, in each case, as determined in accordance with GAAP, minus (b) (i) capital expenditures, (ii) capitalized software expenses and (iii) cash settlements of equity awards. Notwithstanding the
foregoing, the litigation expenses included in the calculation herein shall not exceed (i) Five Million Dollars ($5,000,000.00) on a trailing twelve-month basis through and including December 31, 2026, (ii) Three Million Dollars ($3,000,000.00) on a trailing twelve-month basis commencing as of January 1, 2027, through and including December 31, 2027, and (iii) $0.00 thereafter.”
““Adjusted EBITDA” means, with respect to any period of determination, EBDA (without duplication) plus (a) (i) interest expense, (ii) income tax expense, and (iii) litigation expenses that, in the good faith determination of Borrower, are not part of Borrower’s ongoing operations and are reasonably acceptable to Bank, in each case, as determined in accordance with GAAP, minus (b) (i) capital expenditures, (ii) capitalized software expenses and (iii) cash settlements of equity awards. Notwithstanding the foregoing, the litigation expenses included in the calculation herein shall not exceed (i) Five Million Dollars ($5,000,000.00) on a trailing twelve-month basis through and including December 31, 2026, (ii) Three Million Dollars ($3,000,000.00) on a trailing twelve-month basis commencing as of January 1, 2027, through and including December 31, 2027, and (iii) $0.00 thereafter.”
““Permitted Stock Buyback Amount” means an aggregate amount not to exceed (i) Seven Million Dollars ($7,000,000.00) for Borrower’s 2025, 2026, and 2027 fiscal years, and (ii) Two Million Dollars ($2,000,000.00) for Borrower’s 2028 fiscal year and each fiscal year thereafter.”
3.AMENDMENT FEE. In consideration of Bank’s agreement to amend the Loan and Security Agreement as set forth herein, Borrower shall pay to Bank a fully earned, non-refundable amendment fee in the amount of Five Thousand Dollars ($5,000.00) (the “Amendment Fee”), which Amendment Fee shall be deemed fully earned and due and payable on the date hereof.
4.LIMITATION OF AMENDMENTS.
4.1The amendments set forth in Section 2 above are effective for the purposes set forth herein and shall be limited precisely as written and shall not be deemed to (a) be a consent to any amendment, waiver or modification of any other term or condition of any Loan Document, or (b) otherwise prejudice any right or remedy which Bank may now have or may have in the future under or in connection with any Loan Document.
4.2This Amendment shall be construed in connection with and as part of the Loan Documents and all terms, conditions, representations, warranties, covenants and agreements set forth in the Loan Documents, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.
5.CONSISTENT CHANGES. The Existing Documents are each hereby amended wherever necessary to reflect the changes described above.
6.CONTINUING VALIDITY. Borrower understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower’s representations, warranties, and agreements, as set forth in the Existing Documents. Except as expressly modified pursuant to this Amendment, the terms of the Existing Documents remain unchanged and in full force and effect. Bank’s agreement to modifications to the existing Indebtedness pursuant to this Amendment in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Amendment shall constitute a satisfaction of the
2
Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Amendment. The terms of this paragraph apply not only to this Amendment, but also to any subsequent loan and security modification agreements.
7.RATIFICATION OF INTELLECTUAL PROPERTY SECURITY AGREEMENT. Borrower hereby ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Intellectual Property Security Agreement dated as of March 31, 2025 between Borrower and Bank, and acknowledges, confirms and agrees that said Intellectual Property Security Agreement (a) contains an accurate and complete listing of all Intellectual Property Collateral, as defined in said Intellectual Property Security Agreement, and (b) shall remain in full force and effect.
8.RELEASE BY BORROWER.
8.1FOR GOOD AND VALUABLE CONSIDERATION, Borrower hereby forever relieves, releases, and discharges Bank and its present or former employees, officers, directors, agents, representatives, attorneys, and each of them, from any and all claims, debts, liabilities, demands, obligations, promises, acts, agreements, costs and expenses, actions and causes of action, of every type, kind, nature, description or character whatsoever, whether known or unknown, suspected or unsuspected, absolute or contingent, arising out of or in any manner whatsoever connected with or related to facts, circumstances, issues, controversies or claims existing or arising from the beginning of time through and including the date of execution of this Amendment (collectively “Released Claims”). Without limiting the foregoing, the Released Claims shall include any and all liabilities or claims arising out of or in any manner whatsoever connected with or related to the Loan Documents, the recitals hereto, any instruments, agreements or documents executed in connection with any of the foregoing or the origination, negotiation, administration, servicing and/or enforcement of any of the foregoing.
8.2In furtherance of this release, Borrower expressly acknowledges and waives any and all rights under Section 1542 of the California Civil Code, which provides as follows:
“A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” (Emphasis added.)
8.3By entering into this release, Borrower recognizes that no facts or representations are ever absolutely certain and it may hereafter discover facts in addition to or different from those which it presently knows or believes to be true, but that it is the intention of Borrower hereby to fully, finally and forever settle and release all matters, disputes and differences, known or unknown, suspected or unsuspected; accordingly, if Borrower should subsequently discover that any fact that it relied upon in entering into this release was untrue, or that any understanding of the facts was incorrect, Borrower shall not be entitled to set aside this release by reason thereof, regardless of any claim of mistake of fact or law or any other circumstances whatsoever. Borrower acknowledges that it is not relying upon and has not relied upon any representation or statement made by Bank with respect to the facts underlying this release or with regard to any of such party’s rights or asserted rights.
8.4This release may be pleaded as a full and complete defense and/or as a cross-complaint or counterclaim against any action, suit, or other proceeding that may be instituted, prosecuted or attempted in breach of this release. Borrower acknowledges that the release contained herein constitutes a material inducement to Bank to enter into this Amendment, and that Bank would not have done so but for Bank’s expectation that such release is valid and enforceable in all events.
3
8.5Borrower hereby represents and warrants to Bank, and Bank is relying thereon, as follows:
(a)Except as expressly stated in this Amendment, neither Bank nor any agent, employee or representative of Bank has made any statement or representation to Borrower regarding any fact relied upon by Borrower in entering into this Amendment.
(b)Borrower has made such investigation of the facts pertaining to this Amendment and all of the matters appertaining thereto, as it deems necessary.
(c)The terms of this Amendment are contractual and not a mere recital.
(d)This Amendment has been carefully read by Borrower, the contents hereof are known and understood by Borrower, and this Amendment is signed freely, and without duress, by Borrower.
(e)Borrower represents and warrants that it is the sole and lawful owner of all right, title and interest in and to every claim and every other matter which it releases herein, and that it has not heretofore assigned or transferred, or purported to assign or transfer, to any person, firm or entity any claims or other matters herein released. Borrower shall indemnify Bank, defend and hold it harmless from and against all claims based upon or arising in connection with prior assignments or purported assignments or transfers of any claims or matters released herein.
9.CHOICE OF LAW AND VENUE; JURY TRIAL WAIVER; REFERENCE PROVISION. This Amendment constitutes a “Loan Document” as defined and set forth in the Loan and Security Agreement, and is subject to Sections 11 and 12 of the Loan and Security Agreement, which are incorporated by reference herein.
10.PAYMENT OF BANK EXPENSES. Borrower agrees to promptly pay all Bank Expenses incurred by Bank in connection with this Amendment.
11.NOTICE OF FINAL AGREEMENT. BY SIGNING THIS DOCUMENT EACH PARTY REPRESENTS AND AGREES THAT: (A) THIS WRITTEN AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES, (B) THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES, AND (C) THIS WRITTEN AGREEMENT MAY NOT BE CONTRADICTED BY EVIDENCE OF ANY PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OR UNDERSTANDINGS OF THE PARTIES.
12.EFFECTIVENESS. This Amendment shall be deemed effective upon (a) the due execution and delivery to Bank of this Amendment by each party hereto, (b) Borrower’s payment to Bank of the Amendment Fee, and (c) Borrower’s payment to Bank of Bank’s legal fees and expenses incurred in connection with this Amendment. This Amendment may be executed in any number of counterparts and all of such counterparts taken together shall be deemed to constitute one and the same instrument.
4
In Witness Whereof, the parties hereto have caused this Amendment to be duly executed and delivered as of the date first written above.
AUDIOEYE, INC.
By:
/s/ Matt Domeyer
Name: Matt Domeyer
Title: Chief Financial Officer
WESTERN ALLIANCE BANK, AN ARIZONA CORPORATION
By:
/s/ Francesco Corradino
Name: Francesco Corradino
Title: Director
5
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Document and Entity Information
Sep. 18, 2026
Document and Entity Information [Abstract]
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Sep. 18, 2026
Entity File Number
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AUDIOEYE INC
Entity Incorporation, State or Country Code
DE
Entity Tax Identification Number
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Entity Address State Or Province
AZ
Entity Address, Address Line One
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