UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
(
(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 (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
|
par value $0.0001 per share |
||||
| 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Salary Increases and FY 2024 Target Bonuses
On August 22, 2024, the Compensation Committee (the “Compensation Committee”) of the Board (the “Board”) of iLearningEngines, Inc. (the “Company”) (i) approved the following base salary increases, effective as of August 22, 2024 and (ii) approved target bonuses for the following executive officers, effective for the fiscal year ending December 31, 2024 (“FY 2024”).
| Name | Position | Previous Annual Salary | New Annual Base Salary | Target Bonus for FY 2024 | ||||||||||
| S. Farhan Naqvi | Chief Financial Officer and Treasurer | $ | 300,000 | $ | 450,000 | $ | 159,836 | |||||||
| Balakrishnan Arackal | President and Chief Business Officer | $ | 350,000 | $ | 500,000 | $ | 177,596 | |||||||
| David Samuels | Chief Legal Officer, Executive Vice President - Corporate Affairs and Secretary | $ | 350,000 | $ | 450,000 | $ | 159,836 | |||||||
| Ramakrishnan Parameswaran | Senior Vice President - Technology and Products | $ | 100,000 | $ | 200,000 | $ | 53,279 | |||||||
In each case, the target incentive bonus can be paid in cash or equity at the discretion of the Board. For FY 2024, the performance goals applicable to the target bonuses are based on the Company achieving certain targets based on the Company’s full year revenue and Adjusted EBITDA (earnings before interest, income taxes, depreciation, amortization, and stock-based compensation) for FY 2024.
One-Time Cash Bonuses
In addition, on August 22, 2024, the Compensation Committee approved a one-time cash bonus, less any applicable income tax withholding and employment taxes, to the following executive officers.
| Name | Position | One-Time Bonus Payment | ||||
| S. Farhan Naqvi | Chief Financial Officer and Treasurer | $ | 50,000 | |||
| Balakrishnan Arackal | President and Chief Business Officer | $ | 58,000 | |||
| David Samuels | Chief Legal Officer, Executive Vice President - Corporate Affairs and Secretary | $ | 33,000 | |||
| Ramakrishnan Parameswaran | Senior Vice President - Technology and Products | $ | 33,000 | |||
1
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.
| ILEARNINGENGINES, INC. | |||
| Date: August 28, 2024 | By: | /s/ Harish Chidambaran | |
| Name: | Harish Chidambaran | ||
| Title: | Chief Executive Officer | ||
2