Genasys Inc. filed SEC Form 8-K: Leadership Update

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

Genasys Inc.

(Exact name of Registrant as Specified in Its Charter)

(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:

Securities registered pursuant to Section 12(b) of the Act:

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.

On December 24, 2025, the Board of Directors (the “Board”) of Genasys Inc. (the “Company”) promoted Ms. Cassandra Hernandez-Monteon to the position of Chief Financial Officer, Treasurer and Secretary, a role she had held on an interim basis since July 1, 2025. The Board also increased Ms. Hernandez-Monteon’s base salary to $275,000 and approved a bonus plan for fiscal year 2026 with payouts between 0% and 100% of her base salary depending upon the achievement by the Company during fiscal year 2026 of two financial measures and one operating performance measure. Ms. Hernandez-Monteon was furthermore granted, effective December 24, 2025, 70,000 restricted stock units under the Company’s 2025 Equity Incentive Plan, with 35,000 of such units subject to time-based vesting in three equal increments on the annual anniversaries of the grant date, and 35,000 of such units subject to performance-based vesting in three equal increments upon achievement of specified Company targets, in each case subject to accelerated vesting upon a change of control.

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.