AEye Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On April 28, 2025 (the “Effective Date”), AEye, Inc. (the “Company”) and its subsidiary, AEye Technologies, Inc. (together with the Company, the “Company Parties”), entered into a Settlement Agreement (the “Settlement Agreement”) with IGEP Park Place, LLC (the “Landlord”) to resolve all outstanding disputes related to the Company’s prior office lease at One Park Place in Dublin, California, and the related litigation under IGEP Park Place, LLC v. AEye, Inc., et al., Case No. 24-CV-088829, pending in Alameda Superior Court.
Under the terms of the Settlement Agreement, the Company Parties agreed to pay the Landlord $1.4 million in cash within 14 days of the Effective Date. This payment is in addition to the $2.15 million previously drawn by the Landlord under a letter of credit issued in connection with the lease. In addition, within 14 days of the Effective Date, the Company will enter into a warrant agreement, pursuant to which the Company will issue to the Landlord a warrant to purchase up to 350,000 shares of the Company’s common stock at an initial exercise price of $2.22 per share. The warrant will be exercisable on or after August 31, 2025, and will expire five years after the initial exercisability date.
Pursuant to the terms of the Settlement Agreement, upon receipt of the settlement payment and execution of the warrant agreement, the Landlord will file a request for dismissal with prejudice of all claims in the litigation. The Settlement Agreement provides for a mutual release of all claims relating to the lease, the letter of credit, and the premises, and contains customary terms and conditions, including that the settlement does not constitute an admission of liability by any party.
The foregoing summary of the Settlement Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Settlement Agreement, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated herein in its entirety by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The disclosure contained under Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 29, 2025 (the “Appointment Date”), the Board of Directors (the “Board”) of AEye, Inc. appointed Doron Simon, effective as of the Appointment Date, as a Class II director, which term will expire at the Company’s 2026 annual meeting of shareholders, and to serve on the Strategic Finance and M&A Committee.
Prior to his appointment as a director, Mr. Simon, directly and through his consulting entity, provided consulting services to the Company. In connection with the foregoing, the Company and Mr. Simon and his consulting entity entered into a consulting agreement, dated as of May 14, 2023, as amended from time to time, pursuant to which the Company (i) paid Mr. Simon and his consulting entity aggregate fees of $456,000 from June 2023 through March 2025 and (ii) granted Mr. Simon 33,970 restricted stock units, which have fully vested. The consulting agreement with Mr. Simon is expected to be terminated on or before May 14, 2025.
Mr. Simon will receive compensation for his service through the 2026 annual meeting in accordance with the Company’s standard compensation policies and practices for non-employee directors of the Board, which is described in the Company’s Definitive Proxy Statement on Schedule 14A, filed with the SEC on April 7, 2025.
Other than as described above, there are no arrangements or understandings between Mr. Simon and any other person pursuant to which he was selected as a director of the Company. Mr. Simon has no family relationships with any of the Company’s directors or executive officers and, other than as disclosed above, is not a party to any transactions of the type listed in Item 404(a) of Regulation S-K.
The Company will enter into its standard form of indemnification agreement with Mr. Simon, consistent with the form of indemnification agreement the Company has executed with each of the Company’s directors, the full text of which was filed with the Securities and Exchange Commission by the Company on August 23, 2021 as Exhibit 10.2 to a Current Report on Form 8-K.
| Item 7.01 | Regulation FD Disclosure. |
On May 1, 2025, the Company issued a press release (the “Press Release”) announcing the appointment of Mr. Simon to the Board. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information provided in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and 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 Statement and Exhibits. |
| (d) | Exhibits. |
| Exhibit Number | Description |
10.1 | Settlement Agreement with IGEP Park Place, LLC, dated April 28, 2025 |
| 99.1 | Press Release, dated May 1, 2025 |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
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.
| AEye, Inc. | |||
| Dated: May 1, 2025 | |||
| By: | /s/ Andrew S. Hughes | ||
| Andrew S. Hughes | |||
| Senior Vice President, General Counsel & Corporate Secretary | |||