Swarmer 8-K披露高層薪酬調整 CEO年薪上調至37.5萬美元

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UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549 

 

 

FORM 8-K

 

 

CURRENT REPORT 

Pursuant to Section 13 or 15(d) 

of The Securities Exchange Act of 1934 

 

Date of Report (Date of earliest event reported):
June 23, 2026

 

 

Swarmer, Inc 

(Exact name of registrant as specified in its
charter) 

 

 

 
 Delaware
  
 001-43192
  
 93-1378503

 
 (State or other jurisdiction

of incorporation)
  
 (Commission

File Number)
  
 
 (IRS Employer

 Identification No.)

 
 

4515 Seton Center Pkwy #330, Austin, TX 78759

(Address of principal executive offices) (Zip
Code)

 

Registrant’s telephone number, including
area code: (512) 305-3513

 

Not applicable

(Former name or former address, if changed
since last report.)

 

 

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:

 

 
  
 ¨
 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
  
 Name of each exchange

on which registered

 
 Common Stock, par value $0.00001 per share
  
 SWMR
  
 The Nasdaq Stock Market LLC

 
 

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 x

 

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.

 

Serhii Kupriienko

 

On June 23, 2026, the Board of Directors (the “Board”)
of Swarmer, Inc (the “Company”), following approval and recommendation of the Compensation Committee (the “Committee”)
of the Board, approved (i) an increase in the annual base salary for Serhii Kupriienko, the Company’s Chief Executive Officer (Global),
from $250,000 to $375,000, with retroactive application to April 1, 2026, and (ii) a target annual bonus of 100% of his annual base salary.

 

Alexander Fink

 

On June 23, 2026, the Committee approved (i) an
increase in the annual base salary for Alexander Fink, the Company’s Chief Executive Officer (U.S.) and President, from $250,000
to $375,000, with retroactive application to April 1, 2026, and (ii) a target annual bonus of 100% of his annual base salary.

 

Brooks Ensign

 

On June 23, 2026, the Committee approved (i) an
increase in the annual base salary for Brooks Ensign, the Company’s Chief Financial Officer, from $250,000 to $300,000, with retroactive
application to April 1, 2026, and (ii) a target annual bonus of 50% of his annual base salary.

 

 

  

 

 

Signatures

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned
hereunto duly authorized.

 

 
  
 Swarmer, Inc

 
  
  
  

 
 Date: June 29, 2026
 By:
 /s/ Alexander Fink

 
  
 Name:
 Alexander Fink

 
  
 Title:
 Chief Executive Officer (U.S.) and President