Companies AUDIOEYE INC
AUDIOEYE (AEYE): executive pay, fiscal 2025
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CEO pay, last three years
- $482,685FY2023
- $1,399,428FY2024
- $913,676FY2025
CEO total pay was $913,676 in fiscal 2025, down from $1,399,428 in fiscal 2024.
FY2025: salary $350,000 · bonus $85,000 · stock awards $478,676 · option awards $0
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Full detail
Every table from the filing. Open any section.
Summary compensation table
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| David Moradi | $100,000 | $0 | $2,879,528 | $0 | $0 | $0 | $0 | $2,979,528 |
| Chief Product Officer (former Chief Executive Officer) and Director | ||||||||
| Kelly Georgevich | 350,000 | 85,000 | 478,676 | 0 | 0 | 0 | 0 | 913,676 |
| Chief Executive Officer, Chief Financial Officer and Director | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
Three-year trend — total compensation per named executive
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| David Moradi | $2,979,528 | $400,000 | $1 | ↑ +2,579,528 |
| Kelly Georgevich | 913,676 | 1,399,428 | 482,685 | ↓ −485,752 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
Incentive-plan design — the Compensation Discussion & Analysis
The primary objective of the executive compensation program is to attract and retain exceptional leaders and enable them to behave like owners by aligning executives' financial interests with those of stockholders. The program is designed to pay for performance, promote a culture of employee ownership, and focus on long-term equity value enhancement.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | false |
Equity grants and outstanding awards
Grants of plan-based awards — fiscal year 2025
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Kelly Georgevich | RSU | 2025-06-24 | — | — | 25,901 | — | — |
| David Moradi | RSU | 2025-03-31 | — | — | 241,444 | — | — |
| Kelly Georgevich | RSU | 2025-03-28 | — | — | 15,000 | — | — |
Vehicle mix — grant-date fair value by award type
Grant-level vehicle detail not disclosed.
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Kelly Georgevich | RSU | 50,901 | — | $508,501 |
| David Moradi | PSU | 100,000 | — | 999,000 |
| David Moradi | RSU | 241,444 | — | 2,412,026 |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Jamil TahirIndependent · Lead Independent Director · Audit (Chair) · Nominating and Corporate Governance · Compensation (Chair) | $0 | $176,691 | — | — | — | $176,691 |
| Dr. Katherine FlemingIndependent · Audit · Nominating and Corporate Governance (Chair) · Compensation | 0 | 112,057 | — | — | — | 112,057 |
| James HawkinsIndependent · Audit · Nominating and Corporate Governance · Compensation | 0 | 111,774 | — | — | — | 111,774 |
| Anthony CoelhoNot independent · Not standing for re-election · Departed during FY | 0 | 13,187 | — | — | — | 13,187 |
| David MoradiEmployee director · Board Chair | — | — | — | — | — | 0 |
| Kelly GeorgevichEmployee director · Newly elected | — | — | — | — | — | 0 |
Board fee structure and ownership guideline
| Annual cash retainer | $0 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 200 / 200 / 200 |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $0 |
| Equity awards (grant-date value) | $413,709 |
| All other compensation | $0 |
| Total cost of the board | $413,709 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names AUDIOEYE as a peer
Companies that benchmark against AEYE
No companies currently name AEYE as a compensation peer in their most recent disclosure.
This is the complete answer, not a partial one — the list is never padded.
Chief executive pay against the peer group
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | AUDIOEYE INC | 2025 | Kelly Georgevich | $350,000 | $478,676 | $0 | $0 | $913,676 |
Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
Say-on-pay history and pay ratio
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-22 | 5,551,022 | 1,378,974 | 303,720 | 80.1% | Passed |
| 2025 | 2025-05-23 | 7,414,791 | 237,146 | 15,902 | 96.9% | Passed |
| 2024 | 2024-05-24 | 6,776,370 | 39,009 | 37,187 | 99.43% | Passed |
| 2023 | 2023-05-19 | 6,454,249 | 30,122 | 370,164 | 99.54% | Passed |
| 2022 | 2022-05-20 | 6,113,579 | 691,335 | 62,368 | 89.84% | Passed |
| 2021 | 2021-05-21 | 5,530,356 | 402,650 | 60,272 | 93.21% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.
Say-on-pay — history, company’s computation
| Meeting year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-06-22 | 80.1%a |
| 2025 | 2025-05-23 | 96.9%b |
| 2024 | 2024-05-24 | 99.43%c |
a. Voting standard not stated in the filing.
b. Voting standard not stated in the filing.
c. Voting standard not stated in the filing.
Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (17 citations)
Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.
- Section 01, David Moradi. DEF 14A, filed 2026-05-13. Section “Summary Compensation Table for Fiscal Year 2025” · page 19. As printed: 2,979,528. View filing ↗
- Section 01, Kelly Georgevich. DEF 14A, filed 2026-05-13. Section “Summary Compensation Table for Fiscal Year 2025” · page 19. As printed: 913,676. View filing ↗
- Section 03, Kelly Georgevich RSU. DEF 14A, filed 2026-05-13. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, David Moradi RSU. DEF 14A, filed 2026-05-13. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Kelly Georgevich RSU. DEF 14A, filed 2026-05-13. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 08, Jamil Tahir. DEF 14A, filed 2026-05-13. Section “Director Compensation”. As printed: 176,691. View filing ↗
- Section 08, Dr. Katherine Fleming. DEF 14A, filed 2026-05-13. Section “Director Compensation”. As printed: 112,057. View filing ↗
- Section 08, James Hawkins. DEF 14A, filed 2026-05-13. Section “Director Compensation”. As printed: 111,774. View filing ↗
- Section 08, Anthony Coelho. DEF 14A, filed 2026-05-13. Section “Director Compensation”. As printed: 13,187. View filing ↗
- Section 08, David Moradi. DEF 14A, filed 2026-05-13. Section “Director Compensation”. As printed: 0. View filing ↗
- Section 08, Kelly Georgevich. DEF 14A, filed 2026-05-13. Section “Director Compensation”. As printed: 0. View filing ↗
- Section 06, 2026 vote. Form 8-K, filed 2026-06-23. Item 5.07 · say-on-pay result. As reported: 80.1% (votes for as printed: 5,551,022). View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-05-28. Item 5.07 · say-on-pay result. As reported: 96.9% (votes for as printed: 7,414,791). View filing ↗
- Section 06, 2024 vote. Form 8-K, filed 2024-05-24. Item 5.07 · say-on-pay result. As reported: 99.43% (votes for as printed: 6,776,370). View filing ↗
- Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
- Section 09b board cost (computed). Computed. Cash 0 + equity 413,709 + all other 0 = 413,709, summed across the director compensation table rows.
- AUDIOEYE INC (subject), Section 10b CEO total. DEF 14A, filed 2026-05-13. CEO total compensation as printed in AUDIOEYE INC's own proxy. As printed: 913,676. View filing ↗