{"url_path":"/sec/aera/8-k/2026-06-15/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-15","source_url":"https://www.sec.gov/Archives/edgar/data/1605331/0001663577-26-000191-index.html","accession_number":"0001663577-26-000191","cik":"0001605331","ticker":"AERA","issuer_name":"AI Era Corp.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1605331/0001663577-26-000191-index.html","primary_entity_key":"0001605331","primary_entity_name":"AI Era Corp."},"word_count":699,"has_tables":true,"body_markdown":"****\n\n****\n\n** **\n\n**Item 1.01 Entry into a Material Definitive Agreement.**\n\n \n\nOn June 12, 2026, AI Era Corp. (the “Company”) entered into\na Vice Chairman Agreement (the “Agreement”) with Mark Iwanowski (the “Vice Chairman”).\n\n \n\nMr. Iwanowski is a Partner at Pegasus Tech Ventures with a focus on U.S.\ninvestments. He is an experienced veteran in the international technology sector, having been a successful serial entrepreneur with three\nglobal startups ultimately acquired by Fortune 500 companies. He was previously Managing Director with Trident Capital focusing on investments\nin IT, Software, Communications and CleanTech. Mr. Iwanowski also served as Senior Vice President Global IT and CIO for Oracle Corporation,\nwhere he helped transition Oracle into the Software as a Service business and drove over $1 billion in cost savings through IT consolidation.\nDuring his time at Oracle, he was actively involved in the acquisition and integration of approximately $20 billion of complementary technology\ncompanies. Prior to that, he co-managed a Digital Transformation Outsourcing business at SAIC. He has also held executive positions with\nRaytheon and Honeywell. Before entering the corporate world, Mr. Iwanowski played professional football with the New York Jets, Oakland\nRaiders, and Kansas City Chiefs. He holds a Bachelor’s degree in Engineering from the University of Pennsylvania, a Master’s\ndegree in Engineering from the California Institute of Technology, and an M.B.A. from National University.\n\n \n\nPursuant to the Agreement, the Company appointed Mr. Iwanowski to serve\nas Vice Chairman of the Company in a non-executive, advisory capacity. The position is not a position on the Board of Directors, and Mr.\nIwanowski is not a member of the Board of Directors or an “officer” of the Company for purposes of the Securities Exchange\nAct of 1934, as amended. The Vice Chairman serves as an independent contractor and strategic advisor to the Chairman.\n\n \n\nThe Vice Chairman’s responsibilities include assisting the Chairman\nwith strategic planning and execution, supporting the Company’s external image, brand positioning and investor relations activities,\nidentifying and developing relationships with potential strategic partners, investors and business opportunities, and providing high-level\nadvice on the Company’s growth, development and AI media initiatives. The Vice Chairman has no authority to enter into contracts,\nhire or terminate personnel, approve budgets or expenditures, or make operational decisions on behalf of the Company.\n\n \n\nUnder the Agreement, the Vice Chairman receives no cash compensation. The\nsole compensation consists of equity compensation in the form of non-qualified stock options (“NSOs”). The Company will grant\nthe Vice Chairman NSOs having an aggregate grant date fair market value of $150,000 on or about each anniversary of the Effective Date\n(subject to Board or Compensation Committee approval and execution of a separate grant agreement). Each annual grant vests as follows:\n50% on the six-month anniversary of the grant date and the remaining 50% in equal monthly installments over the following six months.\n\n \n\nIn addition, if the Vice Chairman personally introduces and successfully\nsecures a “New Client,” he is eligible to receive additional NSOs equal to 8% of the First-Year Revenue generated from such\nNew Client (determined using the Black-Scholes model or other Board-approved valuation methodology).\n\n \n\nThe Agreement has an initial term of one year commencing June 12, 2026,\nand automatically renews for successive one-year periods unless either party provides written notice of non-renewal at least 30 days prior\nto the end of the then-current term. Either party may terminate the Agreement at any time, with or without cause, upon 30 days’\nprior written notice.\n\n \n\nThe foregoing description of the Agreement is qualified in its entirety\nby reference to the full text of the Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated\nherein by reference. Item\n\n** **\n\n**9.01 Financial Statements and Exhibits.**\n\n \n\n(d) Exhibits\n\n \n\n**Exhibit No.**\n**Description**\n\n10.1\n[Vice Chairman Agreement, dated June 12, 2026, by and between AI Era Corp. and Mark Iwanowski](ex10_1.htm)\n\n104\nCover Page Interactive Data File (embedded within the Inline XBRL document)\n\n****\n\n****\n\n****\n\n** **\n\n 3 \n\n \n\n \n\n**SIGNATURES**\n\n \n\nPursuant to the requirements of the Securities Exchange\nAct of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.\n\n \n\n**AI Era Corp.**\n\n \n\nBy: /s/ Chiyuan Deng\n\nChiyuan Deng\nPresident and Director\n\nDate: June 15, 2026\n\n \n\n 4"}