Current Report · Items 1.01, 5.02, 9.01 · 8-K

Applied Energetics, Inc

AERGOTCEQUITYCurrent

Entry into a Material Definitive Agreement · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

Item 1.01 – Entry into a Material Definitive Agreement. See disclosure under Item 5.02 below.

Filed Oct 8, 2025Accepted Oct 8, 2025, 4:05 PM EDTCIK 879911Accession 0001213900-25-097394

Company context

Applied Energetics, Inc. specializes in advanced laser and photonics systems, particularly fiber-based ultrashort pulse (USP) laser technologies. With 25 patents and 3 patents pending, Applied Energetics’ proprietary architecture enables orders of magnitude size- weight-power reductions, a key differentiator when compared with traditional continuous wave (CW) laser technology with larger footprints. AE’s powerful, dual-use systems are designed for integration and deployment on numerous potential defense platforms for the delivery of high intensity, ultrashort pulses of light to disable or destroy a target. These technologies have applications in both national security and commercial markets. Today, AE’s USP optical technologies are being designed to offer flexibility and power for complex missions in national security such as enhancing layered defense strategies to counter complex threats.

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AERGOTC · EQUITY · Current AERGPOTC · PREFERRED · Current

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Disclosure sections

Items 1.01, 5.02, 9.01

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Item 1.01Item 1.01 - Entry into Material Agreement

Item 1.01 – Entry into a Material Definitive Agreement. See disclosure under Item 5.02 below.

Item 5.02Item 5.02 - Departure/Election of Directors

Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Effective October 3, 2025, Applied Energetics has appointed Dr. David Spence to serve as its Chief Product Officer. Dr. Spence, age 59, has more than 25 years of experience in the conception, design, and commercialization of advanced laser technologies across industrial, scientific, and defense markets. He has held leadership roles at Spectra-Physics, Newport Corporation, and most recently, was Senior Engineering Manager, Advanced Technology Development Group for MKS Instruments, where he directed cross-functional teams developing next-generation ultrashort pulse laser systems, nonlinear optical solutions, and diode-pumped solid-state amplifiers. Dr. Spence is also an Optica Fellow, holds over a dozen issued patents, and has authored numerous scientific publications. Dr. Spence holds a Ph. D. in Laser Physics from the University of St. Andrews in Scotland and a B.Sc. in Physics with First Class Honors from the University of Stirling. We have entered into an Executive Employment Agreement with Dr. Spence setting forth the terms of his service as Chief Product Officer. The agreement is for a term of three years and is renewable thereafter for sequential one-year periods. The agreement may be terminated by the company for “Cause” or by Dr. Spence for “Good reason” both of which terms are defined in the agreement. The agreement may also be terminated, without Cause or Good Reason, by either party upon ninety days’ written notice to the other. In the event of a termination of the agreement by Dr. Spence with Good Reason, or by us without cause, we must pay him any unpaid base compensation due as of the termination date as well as any pro rata unpaid bonus and or expenses. The agreement calls for (i) a cash salary of $250,000 per annum, payable monthly, and eligibility for a discretionary bonus within 60 days of the end of each year, and (ii) incentive stock options to purchase up to 500,000 shares of our common stock at an exercise price of $1.71 per share under the company’s 2018 Incentive Stock Plan. These options vest in four equal annual instalments commencing on the first anniversary of the grant date. The agreement also calls for a moving allowance and standard benefits.

Filed exhibits (2)

EX-99.1 (by filename) ea026067601ex99-1_applied.htm

EX-99.1 2 ea026067601ex99-1_applied.htm PRESS RELEASE, DATED OCTOBER 8, 2025 -- APPLIED ENERGETICS APPOINTS DR. DAVID SPENCE AS CHIEF PRODUCT OFFICER Exhibit 99.1 Applied Energetics Appoints Dr. David Spence as Chief Product Officer Tucson, Ariz. - October 8, 2025 - Applied Energetics, Inc. (OTCQB: AERG), a pioneer in ultrashort pulse laser (USPL) and advanced directed energy solutions, today announced the appointment of Dr. David E. (Dave) Spence as Chief Product Officer (CPO). Dr. Spence has more than 25 years of experience in the conception, design, and commercialization of advanced laser technologies across industrial, scientific, and defense markets. He has held leadership roles at Spectra-Physics, Newport Corporation, and MKS Instruments, where he directed cross-functional teams developing next-generation ultrashort pulse laser systems, nonlinear optical solutions, and diode-pumped solid-state amplifiers. Dr. Spence is also an Optica Fellow, holds over a dozen issued patents, and has authored numerous scientific publications. “We are thrilled to welcome Dave to our leadership team. His deep expertise in ultrashort pulse lasers and nonlinear optics, combined with his p…

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EX-99.2 (by filename) ea026067601ex99-2_applied.htm

EX-99.1 3 ea026067601ex99-2_applied.htm EXECUTIVE EMPLOYMENTS AGREEMENT, DATED AS OF OCTOBER 3, 2025, BY AND BETWEEN THE COMPANY AND DR. DAVID SPENCE Exhibit 99.2 EXECUTION COPY Executive Employment Agreement This Executive Employment Agreement (the “Agreement”) is made and entered into as of October 3, 2025, by and between David Spence (the “Executive”), and Applied Energetics, Inc., a Delaware corporation (the “Company”) (collectively, the “Parties”). RECITALS WHEREAS, the Company is a corporation that specializes in the development and manufacturing of innovative directed energy solutions, ultra-short pulse lasers, and related technologies for the national security, biomedical, and advanced manufacturing markets (the “Business”); WHEREAS, Executive has the relevant background and experience to help lead the Company’s ongoing product development initiatives; WHEREAS, the Company desires to employ the Executive on the terms and conditions set forth herein; and WHEREAS, the Executive desires to be employed by the Company on such terms and conditions. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants, promises, and obligations set forth herein, the par…

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