Audioeye Inc. Files 8-K with Material Agreement

TL;DR

Audioeye signed a big deal, check the 8-K for deets.

AI Summary

On December 4, 2024, AUDIOEYE, INC. entered into a material definitive agreement. The company also reported other events and filed financial statements and exhibits. The specific details of the agreement and financial information were not provided in this excerpt.

Why It Matters

This filing indicates a significant new agreement for Audioeye, Inc., which could impact its business operations and financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities, and the lack of specific details in this excerpt necessitates a medium risk assessment.

Key Players & Entities

• AUDIOEYE, INC. (company) — Registrant
• December 4, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.00001 — ch registered Common Stock, par value $0.00001 per share AEYE The Nasdaq Capital M
• $24.00 — erwriters at a public offering price of $24.00 per share. Under the terms of the Under

Filing Documents

• tm2430240d1_8k.htm (8-K) — 28KB
• tm2430240d1_ex1-1.htm (EX-1.1) — 229KB
• tm2430240d1_ex99-1.htm (EX-99.1) — 9KB
• tm2430240d1_ex99-2.htm (EX-99.2) — 10KB
• 0001104659-24-125776.txt ( ) — 511KB
• aeye-20241204.xsd (EX-101.SCH) — 3KB
• aeye-20241204_lab.xml (EX-101.LAB) — 33KB
• aeye-20241204_pre.xml (EX-101.PRE) — 22KB
• tm2430240d1_8k_htm.xml (XML) — 4KB

01

Item 1.01 Entry into a Material Definitive Agreement. On December 4, 2024, AudioEye, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Needham & Company, LLC, as the representative of the underwriters (the "Representative"), and entities affiliated with David Moradi, Dr. Carr Bettis and Jamil Tahir (collectively, the "Selling Stockholders") relating to the public secondary offering (the "Offering") of the Company's common stock, par value $0.00001 per share ("Common Stock"). Pursuant to the Underwriting Agreement, the Selling Stockholders agreed to sell an aggregate of 1,250,000 shares of Common Stock to the underwriters at a public offering price of $24.00 per share. Under the terms of the Underwriting Agreement, the Selling Stockholders granted the underwriters an option, exercisbable for 30 days, to purchase up to an additional 187,500 shares of Common Stock. The Company will not sell any shares of its Common Stock in the Offering and will not receive any proceeds from the sale of shares of Common Stock by the Selling Stockholders in the Offering. The Offering is expected to close on December 6, 2024, subject to the satisfaction of customary closing conditions. The Offering is being made pursuant to the Company's registration statement on Form S-3 (File No. 333-276937), which was filed with the Securities and Exchange Commission (the "Commission") on February 7, 2024 and declared effective by the Commission on February 13, 2024, and related prospectus supplement filed with the Commission on December 5, 2024. The Underwriting Agreement contains customary representations, warranties, and agreements by the Company and the Selling Stockholders; customary conditions to closing; indemnification obligations of the Company, the Selling Stockholders and the underwriters, including for liabilities under the Securities Act of 1933, as amended; other obligations of the parties; and termination provisions. Pursuant to the Un

01

Item 8.01 Other Events On December 4, 2024 and December 5, 2024 the Company issued press releases announcing the launch of the Offering (the "Launch Press Release) and the pricing of the Offering (the "Pricing Press Release"), respectively. Copies of the Launch Press Release and the Pricing Press Release are attached as Exhibits 99.1 and 99.2 to this report, respectively.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits: Exhibit Number Description 1.1 Underwriting Agreement, dated as of December 4, 2024, by and among the Company, Needham & Company, LLC, as representative of the underwriters, and the Selling Stockholders listed therein. 99.1 Press release, dated December 4, 2024 99.2 Press release, dated December 5, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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. December 5, 2024 AudioEye, Inc. (Registrant) By: /s/ David Moradi Name: David Moradi Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR