Management Change/Compensation (Form 8-K)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Resignation of Chief Financial Officer

On April 7, 2026, the Board of Directors (the "Board") of AI Era Corp. (the "Company") accepted the resignation of Chiyuan Deng as Chief Financial Officer of the Company, effective as of the close of business on April 7, 2026.

Mr. Deng's resignation was not due to any disagreement with the Company on any matter relating to the Company's operations, policies, or practices. Mr. Deng will continue to serve as President and remains a director.

Appointment of New Chief Financial Officer

Effective April 7, 2026, the Board appointed Dzmitry Kastahorau as Chief Financial Officer, Principal Accounting and Financial Officer of the Company, to serve until his successor is appointed or until his earlier resignation or removal. There are no family relationships between Mr. Kastahorau and any director or executive officer of the Company and, aside from his employment agreement, there are no transactions involving Mr. Kastahorau that would require disclosure under Item 404(a) of Regulation S-K.

Dzmitry Kastahorau

Mr. Kastahorau, age 35, brings over 10 years of international finance leadership experience across multiple industries, including fashion retail, software/robotics, funds, fragrances/cosmetics, and automotive. He has served in CFO and senior finance roles in the UAE, Spain, and Germany, with expertise in strategic finance, investor relations, budgeting, treasury management, financial reporting, compliance, and supporting capital-raising and public company readiness initiatives.

Notable prior roles include:

• CFO, TXT Trading (Lime Shop) - Dubai, UAE (2023-present)
• CFO, Micropolis (Computer Software / Robotics / Autonomous Vehicles) - Dubai, UAE (2021-present)
• Non-Executive Director & CFO, SOTA Capital (Fund) - DIFC, Dubai (2022-present)
• Regional Finance & Logistics Director, Puig/Chalhoub Group - Dubai, UAE (2018-2021)
• Regional Finance Manager - EMEA, Puig - Barcelona, Spain (2015-2018)

Mr. Kastahorau holds a Master of International Finance from EADA Business School (Barcelona) and a Bachelor of Business Administration from La Salle and the International University of Monaco.

In connection with his appointment, the Company entered into an Employment Agreement with Mr. Kastahorau, dated April 6, 2026 (the "Employment Agreement"). The material terms of the Employment Agreement include:

• Term: Three (3) years initial term, with automatic one-year renewals.
• Sign-On Bonus: $300,000 payable in restricted common stock (number of shares calculated using a fixed price between $0.80 and $1.00 per share, subject to clawback if terminated for Cause within the first 12 months).
• Base Salary: $60,000 per year, payable quarterly in cash, plus $10,000 annual remote work stipend.
• Stock Options: Grant of 1,500,000 options vesting over three years (25%/35%/40%), subject to continued service and performance milestones, with full acceleration upon Change of Control or termination without Cause.
• Performance Incentives: Eligible for up to 1,000,000 additional shares tied to financial milestones, funding, and KPIs.
• Benefits: Participation in Company benefit plans and reimbursement of pre-approved business expenses up to $12,000 annually.
• Termination: Standard provisions for termination with or without Cause or for Good Reason, with severance equal to 120% of remaining Base Salary for the Term upon qualifying termination, plus accelerated vesting and benefits continuation.