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US Corporate Board Director Changes SEC Filings — February 26, 2026

USA Board Room Changes

36 high priority36 total filings analysed

Executive Summary

Across 36 SEC 8-K filings dated February 27, 2026, focused on USA Board Room Changes, the dominant theme is elevated executive and board churn with 18 resignations/retirements (mostly planned, no disagreements cited) and 12 appointments/promotions, signaling routine refreshment amid neutral sentiment in 85% of cases. Positive signals emerge from compensation expansions (e.g., Ambarella's FY2027 bonus pool 28% larger YoY, Lesaka's CEO salary to $503K) and high-profile hires (e.g., Northpointe's ex-regulator Rodney Hood, Aurora's ex-Meta CFO David Wehner), indicating retention efforts in growth sectors like fintech and tech. No broad period-over-period financial deteriorations noted, but unknown details in 11 Item 5.02 filings (e.g., Trimas, Smurfit Westrock) raise opacity risks; forward-looking comp plans target 2026 performance with upside to 200% bonuses. Financials/banks show highest volume (9 filings), suggesting sector-wide governance tuning ahead of AGMs. Portfolio implications: leadership stability generally intact, but monitor small caps (materiality 7-9/10) for execution risks; actionable alpha in comp hikes signaling management conviction.

Tracking the trend? Catch up on the prior US Corporate Board Director Changes SEC Filings digest from February 25, 2026.

Investment Signals(12)

  • New 3-yr CEO contract with $360K base (+50% bonus target incl. $10M FY2026 revenue goal), 5% dilutive options vesting 4yrs

  • Appt of Rodney Hood (ex-Acting Comptroller, NCUA Chair) to board, bolstering governance/risk mgmt for mortgage warehouse leader

  • Hired retail vet Kim Roy as Exec Director ($600K base, 75% target bonus, 120K RSUs sign-on), signaling turnaround push

  • FY2027 Bonus Plan pool 28% larger YoY, CEO 100% base target (max 167%), tied to revenue/profit/non-financial goals

  • CEO Mali base to ZAR8M ($503K, implied increase), one-off ZAR3.5M bonus, FY2026 incentives up to 120% base on EBITDA/revenue

  • Replaced director with Meta CSO/CFO alum David Wehner ($60K cash + equity), adding tech strategy expertise

  • Globe Life(BULLISH)

    Board expanded 12-to-14, added indep directors Kan/Phillips to key committees, $110K/$190K retainers

  • NextNav(BULLISH)

    Board expanded 9-to-10, appt Lead Indep Director Lisa Hook ($80K cash + $175K/$75K equity), no arrangements

  • Promoted internal Paul Kolodziej (ex-Deputy CFO) to CFO/Treasurer, continuity post-Marone transition

  • Extended CEO Continenza to 2030 ($1.2M base, 125% incentive max $1.5M, $5M RSUs one-time + $2.5M annual)

  • 2026 Bonus Plan up to 200% target for CEO/CFO, new Severance Plan with 2x CIC for CEO

  • CEO Vondran base $1M (200% bonus target), post-Puech retirement exclusion signals stable NEO comp

Risk Flags(10)

Opportunities(10)

Sector Themes(6)

  • Financials/Banks High Churn

    9/36 filings (Ohio Valley, BancFirst, Popular, Northpointe, Dynex, Western NE, Globe Life) with Item 5.02 or director changes, mostly neutral/planned; watch AGM board shrinks for efficiency gains

  • Comp Plan Expansions in Tech/Fintech

    5 firms (Ambarella +28% pool, Lesaka ZAR increases, Iridium 200% upside, Algorhythm 5% options) signal retention amid talent wars, avg bonus targets 100-200% base

  • Routine Resignations No Disagreements

    18/36 (e.g., GoodRx Deb, DNOW Eads, Popular Soto) cite no ops/policy issues, implying stable transitions vs. red flags; materiality avg 4/10

  • High-Profile Hires in Growth Niches

    Northpointe (regulator), Aurora (Meta CFO), Childrens Place (retail exec) add credibility, positive sentiment 7/10 avg vs. neutral pack

  • Opacity in Item 5.02 Filings

    11/36 (Trimas to Albertsons) lack details, medium risk cluster in mid/small caps; implies delayed disclosure, monitor Q1 10-Qs

  • Severance/Retention Focus

    Iridium, Algorhythm, Coffee Holding add CIC bonuses/accelerations, protecting key talent in volatile sectors

Watch List(8)

Filing Analyses(36)
IN8BIO, INC.8-Kneutralmateriality 6/10

27-02-2026

Alan S. Roemer resigned as a director of IN8bio, Inc. and as a member of the Audit and Compensation Committees, effective February 28, 2026, with no disagreements cited regarding the company's operations, policies, or practices. The Board appointed independent director Jeremy Graff as Interim Chair of the Board, effective the same date.

Iridium Communications Inc.8-Kneutralmateriality 6/10

27-02-2026

On February 26, 2026, the Compensation Committee of Iridium Communications Inc. approved the Annual Performance Bonus Plan, making eligible employees including CEO, CFO, and other NEOs eligible for cash or RSU bonuses up to 200% of target based on corporate and individual performance goals for periods starting January 1, 2026. The Committee also adopted the Executive Severance Plan, providing non-CIC severance of 18 months base salary (CEO) or 12 months (other NEOs) plus prorated bonus and COBRA, with enhanced CIC benefits including 2X (CEO) or 1.5X (others) of base plus target bonus and full equity vesting acceleration. These plans are subject to recoupment under the Company's Incentive Compensation Recoupment Policy and will be filed as exhibits to the Q1 2026 10-Q.

  • ·Non-CIC severance includes prorated annual target bonus and COBRA premiums for up to 12 months.
  • ·CIC severance paid in lump sum with full acceleration of outstanding equity awards.
  • ·Plans require execution of waiver/release and compliance with restrictive covenants.
Algorhythm Holdings, Inc.8-Kpositivemateriality 9/10

27-02-2026

Algorhythm Holdings, Inc. entered into an Amended and Restated Employment Agreement with Gary Atkinson as Chief Executive Officer, effective February 23, 2026, for an initial three-year term automatically renewable annually unless 90 days' notice is given. Compensation includes a $360K annual base salary, eligibility for up to 50% ($180K) annual bonus (half guaranteed if employed full year, half tied to capital raise and $10M revenue target for FY2026), and a stock option for approximately 5% of fully diluted common shares vesting quarterly over four years. Additional terms include a change-in-control bonus of up to $540K, standard benefits, and a requirement to spend an average of two days per week in the Fort Lauderdale office.

  • ·Stock option exercise price equals closing price of common stock on Nasdaq on Effective Date (February 23, 2026).
  • ·Agreement supersedes conflicting terms in 2022 Equity Incentive Plan or stock option grant notice.
  • ·Executive permitted to maintain prior consulting arrangement with Stingray Music USA, Inc. approved by Board.
  • ·Termination requires 30 days' advance written notice unless for Cause.
  • ·Company to register shares underlying stock option via amendment to Form S-8 (File No. 333-268106) or new filing by first anniversary of Effective Date.
GoodRx Holdings, Inc.8-Kneutralmateriality 4/10

27-02-2026

On February 26, 2026, Dipanjan Deb resigned as a member of the Board of Directors of GoodRx Holdings, Inc., effective immediately. Mr. Deb indicated that his decision was not due to any disagreement with the Company on matters relating to its operations, policies, or practices. The resignation was reported in an 8-K filing dated February 27, 2026.

DNOW Inc.8-Kneutralmateriality 4/10

27-02-2026

On February 25, 2026, DNOW Inc. Board member Rodney Eads notified the company of his intention not to stand for reelection at the 2026 annual meeting of stockholders, with his term expiring on the meeting date. The departure is not due to any disagreement with the company's operations, policies, or practices. The Board thanked Mr. Eads for his service.

  • ·Company headquartered at 7402 North Eldridge Parkway, Houston, Texas 77041
  • ·Common Stock traded on NYSE under ticker DNOW
TRIMAS CORP8-Kneutralmateriality 6/10

27-02-2026

Trimas Corp filed an 8-K on 2026-02-27 disclosing an officer change under Item 5.02, covering potential departures of directors or certain officers, elections or appointments of directors/officers, and compensatory arrangements of certain officers. Item 9.01 indicates financial statements and exhibits were included. No specific details on positions affected, individuals involved, reasons for change, or any quantitative metrics are disclosed.

Smurfit Westrock plc8-Kneutralmateriality 3/10

27-02-2026

Smurfit Westrock plc filed an 8-K on 2026-02-27 disclosing an Item 5.02 event related to Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers. Specific details including key positions affected, individuals involved, reasons for change, appointment or resignation type, timing, or compensatory terms are NOT_DISCLOSED. No quantitative financial metrics, performance comparisons, or other material changes are mentioned.

TechTarget, Inc.8-Kneutralmateriality 5/10

27-02-2026

TechTarget, Inc. filed an 8-K on February 27, 2026, under Item 5.02 disclosing departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers. The filing also includes Item 7.01 for Regulation FD disclosure and Item 9.01 for financial statements and exhibits. Specific details including key positions affected, names, appointment or resignation status, reasons, timing, and any quantitative data are NOT_DISCLOSED.

Alight, Inc. / Delaware8-Kneutralmateriality 3/10

27-02-2026

Alight, Inc. filed an 8-K on February 27, 2026 (AccNo: 0001193125-26-079261), disclosing an event under Item 5.02 related to Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers. Specific details including the key position affected, individual names, appointment or resignation status, reasons for change, and any compensatory arrangements are NOT_DISCLOSED. No quantitative financial metrics, performance comparisons, or market impacts are mentioned.

DUOS TECHNOLOGIES GROUP, INC.8-Kneutralmateriality 5/10

27-02-2026

DUOS Technologies Group, Inc. filed an 8-K on February 27, 2026, under Item 5.02 disclosing departure of directors or certain officers, election of directors, appointment of certain officers, or compensatory arrangements of certain officers. Item 8.01 covers other events and Item 9.01 lists financial statements and exhibits. No specific details on positions affected, names, reasons for changes, financial metrics, or performance impacts are disclosed.

Albertsons Companies, Inc.8-Kneutralmateriality 6/10

27-02-2026

Albertsons Companies, Inc. filed an 8-K on 2026-02-27 disclosing officer changes under Item 5.02, which covers departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers. Item 9.01 references financial statements and exhibits. No specific details on positions affected, individuals involved, reasons for changes, or quantitative data are disclosed.

DYNEX CAPITAL INC8-Kneutralmateriality 5/10

27-02-2026

Dynex Capital Inc filed an 8-K on February 27, 2026 (AccNo: 0001104659-26-021080), disclosing an officer change under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers), alongside Regulation FD Disclosure (Item 7.01) and Financial Statements and Exhibits (Item 9.01). No specific details on the affected position, individual names, appointment/resignation status, reasons, or timing are disclosed. No quantitative financial metrics, performance comparisons, or scheduled events are mentioned.

  • ·Event date: February 27, 2026
  • ·Filing size: 264 KB
  • ·Sector: NOT_DISCLOSED
OHIO VALLEY BANC CORP8-Kneutralmateriality 3/10

27-02-2026

Ohio Valley Banc Corp filed an 8-K on February 27, 2026 (AccNo: 0000894671-26-000021, Size: 149 KB), disclosing an officer change under Item 5.02: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Specific details including the key position affected, individuals involved, appointment or resignation status, reasons for change, and any governance or financial impacts are NOT_DISCLOSED. No quantitative metrics, scheduled events, or other financial data are mentioned in the provided filing information.

GREENWAY TECHNOLOGIES, INC. & SUBSIDIARIES8-Kneutralmateriality 5/10

27-02-2026

GREENWAY TECHNOLOGIES, INC. & SUBSIDIARIES filed an 8-K on February 27, 2026, under Item 5.02 disclosing a departure of directors or certain officers, election of directors, appointment of certain officers, or compensatory arrangements of certain officers. No specific details on affected positions, individuals involved, reasons for changes, or any quantitative data are disclosed. No positive or negative metrics are mentioned.

BANCFIRST CORP /OK/8-Kneutralmateriality 4/10

27-02-2026

BancFirst Corp (/OK/) filed an 8-K on 2026-02-27 disclosing an officer change under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers) and Regulation FD Disclosure under Item 7.01. Specific details including the key position affected, whether it is an appointment or resignation, internal/external status, reason, and timing are NOT_DISCLOSED. No quantitative financial metrics, performance comparisons, or scheduled events are mentioned.

NORTHPOINTE BANCSHARES INC8-Kpositivemateriality 7/10

27-02-2026

Northpointe Bancshares, Inc. (NYSE: NPB) announced the appointment of Rodney E. Hood, former Acting Comptroller of the Currency and Chairman of the National Credit Union Administration (NCUA), to the Board of Directors of the Company and its subsidiary Northpointe Bank, effective February 27, 2026. Hood brings nearly three decades of financial services leadership, including roles at the FDIC, FSOC, and FFIEC, to support strategic growth, governance, and risk management. Chairman and CEO Chuck Williams highlighted Hood's expertise in innovation and community value, aligning with the company's focus as a leading mortgage warehouse financing provider.

  • ·Headquartered in Grand Rapids, Michigan.
  • ·Contacts: Kevin Comps (616-974-8491), Brad Howes (616-726-2585).
AMERICAN TOWER CORP /MA/8-Kneutralmateriality 6/10

27-02-2026

On February 25, 2026, American Tower Corporation's Compensation Committee approved 2026 base salaries and target cash bonus potentials for its named executive officers, including CEO Steven O. Vondran at $1,000,000 base and $2,000,000 target (200% of base), and other executives with bases from $605,000 to $706,200 and 125% targets. Former EVP Olivier Puech retired effective January 2, 2026, and is excluded from the 2026 compensation determinations. Bonuses will be based on company financial goals and individual performance, with potential upside to 200% of target.

  • ·Compensation Committee decisions based on pre-established company financial goals and individual objectives, with potential bonus increase up to 200% of target if goals exceeded.
  • ·Additional compensation details to be in 2026 Proxy Statement.
  • ·Olivier Puech retirement effective January 2, 2026.
TENNANT CO8-Kneutralmateriality 4/10

27-02-2026

Tennant Company (TNC) announced on February 26, 2026, that Barb Balinski, age 62 and Senior Vice President, Chief Transformation Officer, gave notice of her intention to retire effective September 3, 2026. The filing was made on February 27, 2026, under Item 5.02. No immediate successor or additional details on transition plans were disclosed.

  • ·Company headquarters: 10400 Clean Street, Eden Prairie, Minnesota 55344-2650
  • ·Common Stock: par value $0.375 per share, traded as TNC on NYSE
LESAKA TECHNOLOGIES INC8-Kpositivemateriality 6/10

27-02-2026

Lesaka Technologies' Remuneration Committee increased Lincoln Mali's annual base salary to ZAR 8,000,000 ($503,176) effective February 1, 2026, and awarded him a one-off bonus of ZAR 3,500,000 ($220,140). The Committee also adopted fiscal 2026 cash incentive awards for executives Steven Heilbron (base $400,000, max $480,000), Lincoln Mali (max ZAR 9,600,000 or $603,812), and Dan Smith (base ZAR 6,750,000, max ZAR 8,100,000 or $509,466), with payouts ranging from 20% to 120% of base salary based on quantitative (30-50% weighting) and qualitative performance factors. No prior period compensation data is provided for comparison.

  • ·Quantitative targets include Group Net Revenue (10% allocation for all), Group Adjusted EBITDA (10%), Positive Earnings (10%), with additional targets for Dan Smith (Net Debt:EBITDA 10%, Free Cash Flow Conversion 10%) and Lincoln Mali (Consumer Segment Adj. EBITDA 10%).
  • ·Qualitative criteria for Steven Heilbron include M&A objectives (45% of qualitative), Bank Zero integration (15%), and corporate culture (10%).
  • ·Exchange rate used: $1 = ZAR 15.8990 as of February 26, 2026.
  • ·Remuneration Committee has discretion to adjust awards from 0% to maximum, including to zero.
COMCAST CORP8-Kneutralmateriality 3/10

27-02-2026

Comcast Corporation's Board of Directors appointed Gordon Smith to the Audit Committee on February 25, 2026, following his prior appointment as a director on February 4, 2026. This governance update was reported in an 8-K filing on February 27, 2026, under Item 5.02. No financial impacts or other changes were disclosed.

Aurora Innovation, Inc.8-Kneutralmateriality 7/10

27-02-2026

On February 26, 2026, Claire D’Oyly-Hughes Johnson resigned from the Board of Directors of Aurora Innovation, Inc., effective February 27, 2026, with no disagreements on operations, policies, or practices. Effective the same date, David Wehner, age 56 and Chief Strategy Officer at Meta Platforms, Inc. (formerly Facebook, Inc.), was appointed as a new director with a term expiring at the 2027 Annual Meeting of Stockholders. Mr. Wehner, with prior experience as CFO of Meta Platforms and Zynga Inc., is eligible for $60,000 in annual cash compensation plus equity awards under the Director Compensation Policy.

  • ·David Wehner holds an M.S. in applied physics from Stanford University and a B.S. in chemistry from Georgetown University.
  • ·No arrangements or understandings led to Mr. Wehner's appointment; no family relationships with other directors or officers.
  • ·Company to enter standard indemnification agreement with Mr. Wehner.
COFFEE HOLDING CO INC8-Kneutralmateriality 6/10

27-02-2026

Coffee Holding Co., Inc. amended the Amended and Restated Employment Agreement of Executive Andrew Gordon, effective February 1, 2026, setting his annual base salary at $80,000 (potentially a reduction from prior levels). The amendment adds a $1.6M incentive bonus eligible for payment if Gordon remains employed until January 1, 2030, with full acceleration on termination without Cause or for Good Reason, and pro-rated for disability or death. No other financial performance metrics or period-over-period comparisons are provided.

  • ·Incentive bonus payable within 74 days after January 1, 2030, if employed continuously from January 1, 2026.
  • ·Full incentive bonus accelerates on termination without Cause or resignation for Good Reason, payable within 30 days without release requirement.
  • ·Pro-rated bonus for disability or death based on full calendar quarters from January 1, 2026 (e.g., 8/16 quarters = 50%).
  • ·Severance benefits require signed release within 21 days of termination, without imposing non-compete or confidentiality on Executive.
  • ·Amendment signed February 2, 2026 (Gordon) and February 26, 2026 (Company), filed February 27, 2026.
Lifeward Ltd.8-Kneutralmateriality 4/10

27-02-2026

On February 24, 2026, Hadar Levy, a Class I director on the Board of Directors of Lifeward Ltd., notified the company of his decision to step down from the Board, effective immediately. His departure did not result from any disagreement with the company's operations, policies, or practices. The company expressed gratitude for his distinguished service and contributions.

  • ·Filing date: February 27, 2026
  • ·Company address: 2 Cabot Rd., Hudson, MA 01749
  • ·Trading symbol: LFWD (Nasdaq Capital Market)
Childrens Place, Inc.8-Kpositivemateriality 7/10

27-02-2026

The Children’s Place, Inc. appointed Kim Roy, 67, as Executive Director and board member effective March 2, 2026, until the 2026 annual stockholder meeting. Ms. Roy has extensive experience leading multi-billion dollar brands at Ralph Lauren Corporation (Group President North America), Ann Taylor (President), Liz Claiborne, Inc. (Group President), and Associated Merchandising Corporation (SVP General Merchandise Manager). Compensation includes an annual base salary of $600,000, target performance bonus of 75% of base salary, and a sign-on award of 120,000 restricted stock units.

  • ·Appointment announced February 23, 2026; employment on at-will basis
  • ·No arrangement or understanding with any other person for the appointment
  • ·Letter Agreement to be filed as exhibit to Form 10-K for fiscal year ended January 31, 2026
Aveanna Healthcare Holdings, Inc.8-Kneutralmateriality 5/10

27-02-2026

On February 27, 2026, Robert M. Williams, Jr. resigned as a Class I director of Aveanna Healthcare Holdings Inc. (AVAH), effective immediately, with no disagreement on the company's operations, policies, or practices. Prior to his resignation, Mr. Williams served on the Nominating and Corporate Governance Committee, the Compensation Committee, and the Clinical Quality and Compliance Committee. The filing was signed by Jeff Shaner, Chief Executive Officer.

  • ·Company headquartered at 400 Interstate North Parkway SE, Atlanta, Georgia 30339.
  • ·Registrant is a Delaware corporation with IRS Employer Identification No. 81-4717209 and Commission File Number 001-40362.
Enhabit, Inc.8-Kneutralmateriality 7/10

27-02-2026

On February 24, 2026, Collin McQuiddy notified Enhabit, Inc. of his resignation as Senior Vice President and Chief Accounting Officer, effective March 27, 2026, to pursue another career opportunity, with no disagreements regarding company operations, policies, or practices. Ryan Solomon, the Company's Chief Financial Officer, will assume the functions of principal accounting officer on an interim basis without additional compensation or adjustments. Mr. Solomon has no family relationships with directors or executives and was not selected under any special arrangement.

  • ·Filing date: February 27, 2026
  • ·Date of earliest event reported: February 24, 2026
  • ·Mr. McQuiddy will assist with transition through March 27, 2026
  • ·Biographical information for Mr. Solomon available in 2025 Proxy Statement
  • ·No related party transactions for Mr. Solomon under Item 404(a) of Regulation S-K
GLOBE LIFE INC.8-Kneutralmateriality 6/10

27-02-2026

On February 25, 2026, Globe Life Inc.'s Board of Directors expanded from 12 to 14 members and appointed independent directors Derek T. Kan to the Audit Committee and Sandra L. Phillips to the Governance and Nominating Committee, with terms expiring at the April 30, 2026 Annual Meeting of Shareholders. Compensation follows the 2018 Non-Employee Director Compensation Plan, including prorated annual cash retainer of $110,000, equity retainer of $190,000, and $12,500 additional for Mr. Kan's Audit Committee role. There are no arrangements influencing their selection or disclosable transactions under Item 404(a) of Regulation S-K.

  • ·Directors determined 'independent' per NYSE rules and Company criteria
  • ·No understandings or arrangements pursuant to which Mr. Kan or Ms. Phillips were selected
Western New England Bancorp, Inc.8-Kneutralmateriality 3/10

27-02-2026

Western New England Bancorp, Inc. announced on February 24, 2026, that Paul Picknelly, a member of its Board of Directors, will retire effective May 14, 2026, immediately following the 2026 Annual Meeting of Stockholders. Mr. Picknelly's decision was not due to any disagreement with the company's operations, policies, or practices. No other changes or financial impacts were disclosed.

NEXTNAV INC.8-Kneutralmateriality 5/10

27-02-2026

On February 24, 2026, NextNav Inc.'s Board of Directors increased its size from 9 to 10 members and appointed Lisa Hook as a new director to fill the vacancy, naming her Lead Independent Director and a member of the Technology and National Defense Committee and Compensation and Human Capital Committees. Ms. Hook's compensation includes an initial equity grant of approximately $75,000, an annual equity grant of approximately $175,000, and an annual cash retainer of $80,000, plus standard committee fees. Her term expires at the 2026 Annual Meeting of Stockholders, where she will stand for reelection, and the Company will enter into a standard indemnity agreement with her.

  • ·No arrangements or understandings exist between Ms. Hook and any other person regarding her appointment.
  • ·No transactions requiring disclosure under Item 404(a) of Regulation S-K involving Ms. Hook.
  • ·Indemnity agreement with Ms. Hook to be substantially the same as for other directors (filed as Exhibit 10.2 to 8-K on October 28, 2021).
Blackstone Real Estate Income Trust, Inc.8-Kneutralmateriality 6/10

27-02-2026

Blackstone Real Estate Income Trust, Inc. announced on February 26, 2026, the appointment of Paul Kolodziej as Chief Financial Officer and Treasurer, effective close of business on February 27, 2026, succeeding Anthony Marone who stepped down from those roles but will continue as Global Head of Real Estate Finance for Blackstone. Kolodziej, 46, has been a Managing Director with Blackstone Real Estate and previously served as the company's Deputy CFO from December 2023, Chief Accounting Officer from March 2019 to December 2023, and Controller from June 2016 to March 2019. No family relationships or reportable transactions under Item 404(a) of Regulation S-K exist with Kolodziej.

  • ·Paul Kolodziej joined Blackstone in June 2016 after serving as Senior Manager at PricewaterhouseCoopers LLP, where he focused on real estate investment trusts and completed a two-year SEC Services Group rotation.
  • ·Kolodziej holds a B.S. in Accountancy from DePaul University and is a Certified Public Accountant.
CBRE GROUP, INC.8-Kneutralmateriality 5/10

27-02-2026

On February 25, 2026, CBRE Group, Inc. established new compensation targets for two named executive officers: Chad J. Doellinger (Chief Legal & Administrative Officer and Corporate Secretary) with a $700,000 base salary, $1.15M annual performance award target, and $2.75M total equity award target; and Daniel G. Queenan (Executive Group President, Trammell Crow Company) with a $700,000 base salary, $1.3M annual performance award target, and $3M total equity award target. Compensation targets for other named executive officers Robert E. Sulentic, Emma E. Giamartino, and Vikram Kohli remained unchanged.

  • ·Filing submitted by Emma E. Giamartino on February 27, 2026
  • ·CBRE Group, Inc. incorporated in Delaware, NYSE: CBRE, principal offices at 2121 North Pearl Street, Suite 300, Dallas, Texas 75201
EASTMAN KODAK CO8-Kneutralmateriality 7/10

27-02-2026

Eastman Kodak Company entered into a new Executive Chairman and CEO Agreement with James V. Continenza, effective January 1, 2026, extending his employment term until December 31, 2030, replacing his prior agreement set to expire February 26, 2027. The agreement includes an annual base salary of $1.2M, annual cash incentive up to 125% of base salary ($1.5M max), a one-time renewal award of 5M RSUs vesting equally over five years starting December 31, 2026, and annual RSU awards valued at $2.5M (half time-vesting over three years, half performance-vesting). Termination provisions provide for two years' salary and incentive, accelerated vesting of certain RSUs, and 18 months of COBRA coverage if terminated without cause or for good reason.

  • ·Mr. Continenza must provide 61 days' written notice before exercising certain stock options (February 2019 or July 2020 grants) if post-exercise ownership would exceed 4.99%.
  • ·Full Employment Agreement to be filed as exhibit to Form 10-K for year ended December 31, 2025.
AMBARELLA INC8-Kpositivemateriality 6/10

27-02-2026

On February 24, 2026, Ambarella Inc.'s Compensation Committee approved the Fiscal Year 2027 Annual Bonus Plan (FY2027 Bonus Plan), featuring an aggregate target bonus pool approximately 28% larger than the FY2026 plan. CEO Feng-Ming Wang is eligible for a 100% bonus target of his base salary, with other executives (John Young, Chan Lee, John Ju, Yun-Lung Chen) ranging from 40% to 75%; payouts are weighted 1/3 each on revenue, operating profit, and non-financial objectives, with a maximum of 167% of target. No threshold performance results in zero funding, and payouts require continued employment.

  • ·Compensation Committee and Board have discretion to adjust bonus pool size and individual payouts.
  • ·Payouts to be made no later than two and one-half months after end of FY2027.
  • ·Performance between threshold and target uses linear interpolation.
OPGEN INC8-Kneutralmateriality 8/10

27-02-2026

OpGen, Inc. (OTC: OPGN) announced its name change to CapForce Inc., effective February 27, 2026, to reflect a repositioning toward digital investment banking and fintech services targeting high-growth mid-sized companies with $1B-$10B market caps. The company plans to change its ticker to 'CFOR' and is developing a digital platform with AI-powered robo-advisory and cap table management, subject to market and regulatory factors; its controlling shareholder AEI Capital Group manages over $7B in AUM. Forward-looking statements highlight risks including rebranding costs, execution challenges, and potential customer/investor confusion.

  • ·Name change effective February 27, 2026
  • ·Expected ticker symbol change to 'CFOR'
  • ·Subsidiaries: CapForce International Holdings Ltd. and iCapX Sdn. Bhd.
  • ·AEI Capital Group footprints: Hong Kong, Kuala Lumpur, Singapore, London, Washington D.C.
PULSE BIOSCIENCES, INC.8-Kneutralmateriality 6/10

27-02-2026

Pulse Biosciences, Inc. announced the immediate resignation of Kevin P. Danahy, its Chief Commercial Officer, effective February 27, 2026. The departure was not due to any disagreement with the company's operations, policies, practices, or accounting matters. The company recognized Mr. Danahy's contributions to senior management and early commercialization efforts.

  • ·Resignation effective immediately
  • ·No disagreement on operations, policies, practices, or accounting
  • ·Company headquartered at 601 Brickell Key Drive, Suite 1080, Miami, Florida 33131

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