SharonAI Holdings Inc. filed a Form 8-K on September 11, 2026, disclosing that it entered into a Deed of Release on September 8, 2026, with co-founder and former Chief Operating Officer Andrew Leece, varying his employment terms and transitioning him to the role of Head of Strategic Partnerships.

Key Highlights

  • Role change: Andrew Leece's position changed from Chief Operating Officer to Head of Strategic Partnerships, effective September 7, 2026.
  • Base salary retained: Mr. Leece will continue to receive an annual base salary of AUD$563,380 (approximately US$400,000 at an AUD/USD exchange rate of 0.71), excluding statutory superannuation contributions.
  • Fixed short-term incentive: Mr. Leece will receive AUD$422,535 for his service as Chief Operating Officer, payable after December 31, 2026.
  • RSU retention and forfeiture: Mr. Leece retains 151,219 unvested RSUs; all other previously granted RSUs are forfeited as of the Variation Date.
  • Variable incentive: Mr. Leece is eligible for up to 6,416 additional RSUs, subject to achievement of key performance indicators set by the Company.
  • Fixed-term agreement: The varied employment agreement runs until March 31, 2027, terminating automatically on that date without notice required from either party.
  • Ownership stake: Through a controlled entity, Mr. Leece beneficially owns 45,447 shares of the Company's Class B Super Voting Common Stock.

Deed of Release Details and Leece Employment Variation at SharonAI Holdings

According to the filing, SharonAI Holdings Inc. (NASDAQ:SHAZ) and its wholly-owned indirect subsidiary, SharonAI Pty Ltd (ACN 645 215 194), entered into the Deed of Release with Andrew Leece on September 8, 2026. The variation took effect on September 7, 2026, described in the filing as the "Variation Date." Mr. Leece's original executive employment contract was dated April 30, 2026, and his successor as Chief Operating Officer, David Burns, was reported in a separate Form 8-K filed August 27, 2026, according to this disclosure.

The Deed of Release outlines that Mr. Leece's new role as Head of Strategic Partnerships is intended, per the filing, "to provide founder-level sponsorship across the Company's most important customer, data center and strategic relationships." His 151,219 retained unvested RSUs were granted under two plans: the SharonAI Inc. 2024 Omnibus Equity Incentive Plan and the SharonAI Holdings Inc. 2025 Omnibus Equity Incentive Plan. The filing states that vesting and settlement of these RSUs continue per Schedule 1 of the Deed of Release, conditional on Mr. Leece's continued compliance with existing restrictive covenants.

The filing also discloses mutual releases of claims between the parties covering matters up to the Variation Date, along with mutual non-disparagement obligations and confidentiality obligations, subject to specified exceptions including regulatory requirements, stock exchange requirements, Form 8-K filings, and court proceedings. Mr. Leece's existing Indemnification Agreement dated May 5, 2025 continues in full force and is not superseded by the Deed of Release, according to the filing. The Company notes that any forward-looking statements in this report are subject to its cautionary language and associated risk factors.

What Was Disclosed

SharonAI Holdings disclosed a Deed of Release with co-founder Andrew Leece, varying his employment from Chief Operating Officer to Head of Strategic Partnerships, specifying his compensation terms, RSU treatment, and a fixed-term employment end date of March 31, 2027.