PARKERVISION INC 8-K

What Happened

• ParkerVision, Inc. (PRKR) filed an 8-K on Jan. 26, 2026 disclosing that its Compensation Committee on Jan. 22, 2026 approved nonqualified stock option grants under the 2019 Long‑Term Incentive Plan. CEO Jeffrey Parker received a performance‑based option to buy up to 8,000,000 shares; CFO Cynthia French received a performance‑based option for up to 500,000 shares and a separate time‑based option for up to 500,000 shares. The performance options have a five‑year performance period (with quarterly measurement dates) and expire ten years from grant. Vested options are exercisable at $0.24 per share (the company’s last sale price on the grant date).

Key Details

• Grants approved: CEO — up to 8,000,000 performance‑based options; CFO — 500,000 performance‑based + 500,000 time‑based options.
• Exercise price: $0.24 per share (last sale price on grant date).
• Performance metric: vesting tied to cumulative net cash received from the company’s patent enforcement actions, after attorney contingency fees and contractual repayments.
• Acceleration: automatic full vesting if (i) market capitalization ≥ $1 billion for 20 consecutive trading days, or (ii) upon a change in control.
• Time‑based CFO option: vests in four equal biannual installments over two years starting July 22, 2026 and expires five years from grant.
• Compensation change: 2.5% cost‑of‑living increase in CEO and CFO base salaries, effective April 15, 2026.

Why It Matters

• These grants link executive pay to patent enforcement cash collections, signaling management incentives focused on monetizing intellectual property rather than operating revenue. Vesting and acceleration provisions mean outcomes (market cap threshold or change of control) could accelerate dilution and influence shareholder value. The listed exercise price and sizeable option amounts could materially increase shares outstanding if options vest and are exercised. Investors should monitor reported cash receipts from patent actions and any corporate events that could trigger accelerated vesting.