GAIA, INC. Files 8-K: Board & Compensation Updates

Ticker: GAIA · Form: 8-K · Filed: Nov 3, 2025 · CIK: 1089872

Gaia, INC 8-K Filing Summary
FieldDetail
CompanyGaia, INC (GAIA)
Form Type8-K
Filed DateNov 3, 2025
Risk Levellow
Pages4
Reading Time4 min
Key Dollar Amounts$425,000, $42,000, $450,000
Sentimentneutral

Sentiment: neutral

Topics: corporate-governance, executive-compensation, financial-reporting

TL;DR

GAIA filed an 8-K for board changes and compensation. Keep an eye on leadership moves.

AI Summary

On November 3, 2025, GAIA, INC. filed an 8-K report detailing changes in its board of directors and executive compensation. The filing also includes financial statements and exhibits, indicating a regular update on the company's operational and financial condition. Specific details on the new directors or compensation adjustments were not immediately available in the provided text.

Why It Matters

This filing signals potential shifts in company leadership and executive pay structures, which can impact investor confidence and future strategic direction.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of corporate governance and financial information, not indicating immediate financial distress or significant operational disruption.

Key Numbers

Key Players & Entities

FAQ

What specific changes were made to GAIA, INC.'s board of directors?

The filing indicates a departure of directors or certain officers and the election of directors, but the specific names and details are not provided in the excerpt.

Were there any changes to the company's executive compensation arrangements?

Yes, the filing mentions 'Compensatory Arrangements of Certain Officers' as an item of information, suggesting potential adjustments to executive pay.

What financial statements or exhibits are included with this 8-K filing?

The filing explicitly lists 'Financial Statements and Exhibits' as an item of information, indicating these documents are part of the submission.

When was the earliest event reported in this 8-K filing?

The earliest event reported is dated November 03, 2025, which is also the date of the report.

What is GAIA, INC.'s former company name and when did the name change occur?

GAIA, INC. was formerly known as GAIAM, INC. with a name change date of 20080519, and prior to that, GAIAM INC with a name change date of 19990701.

Filing Stats: 1,050 words · 4 min read · ~4 pages · Grade level 9.9 · Accepted 2025-11-03 16:08:29

Key Financial Figures

Filing Documents

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On November 3, 2025, Gaia, Inc. (the "Company") issued a press release announcing results for its quarter ended September 30, 2025. A copy of the press release is attached as Exhibit 99.1 to this Current Report. In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 2.02 and in Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference into any of the Company's filings under the Securities Act of 1933, as amended, (the "Securities Act")or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

02 Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02 Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On October 30, 2025 the Board of Directors (the "Board") of Gaia, Inc. (the "Company" or "Gaia") appointed Yonathan Nuta, age 44, as Chief Operating Officer, effective October 30, 2025. Mr. Nuta will report to Ms. Medvedich, in her role as Chief Executive Officer of Gaia. Mr. Nuta has most recently served as Chief Product Officer at Babylon.com and Fabric.io . From October 2016 through May 2021. He served as an executive at Gaia. In connection with his appointment, Mr. Nuta will receive a base salary of $425,000 and an annual target bonus of up to 100% of his annual salary, and at the sole discretion of the compensation committee of the Board (the "Compensation Committee"), a $42,000 transportation allowance for one year, and, 85,000 restricted stock units ("RSUs") issued as a long-term incentive award under the Gaia, Inc. 2019 Long-Term Incentive Plan (the "2019 Plan"). These RSUs will vest annually over four years, 25% each year on October 30, 2026 through 2029 subject to continued employment. On June 27, 2025, the Board appointed Kiersten Medvedich, age 53, as Gaia's Chief Executive Officer. Ms. Medvedich's compensation was approved by the Compensation Committee on October 30, 2025, from the compensation previously disclosed in the Company's definitive proxy statement on Schedule 14A filed with the Securities Exchange Commission on April 8, 2025. In connection with her appointment, Ms. Medvedich will receive a base salary of $450,000. On October 29, 2025, the Board elected Kimberly Arem, age 54, to the Board, effective October 29, to fill a vacancy on the Board. Ms. Arem will serve as a director with a term expiring at the Company's Annual Meeting of Stockholders in 2026, and until Ms. Arem's successor shall have been duly elected and qualified, or until Ms. Arem's earlier death, resignation, disqualification or removal. The Board determined that

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release issued by Gaia, Inc. on November 3, 2025. 104 Cover Page Interactive Data File (formatted as inline XBRL).

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. GAIA, INC . Date: November 3, 2025 By: /s/ Ned Preston Ned Preston, Chief Financial Officer

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