Payoneer Director Barak Eilam Resigns From Board As Legal Chief Is Offered $5,250,000 Retention Award

Payoneer director Barak Eilam resigned from the board and from its Audit and Risk committees, the company said in an 8-K filed Thursday. The same filing discloses a $5,250,000 cash retention award for Chief Legal and Governance Officer Tsafi Goldman, tied to the pending merger.

The resignation

Eilam gave notice on October 2, and his resignation took effect October 5. He also stepped down from the Audit Committee and the Risk Committee as of that date.

The filing gives no reason for his departure. Under his notice, the board is now fixed at seven members.

The retention award

On October 6, the board's Compensation Committee approved communicating that Goldman will receive the cash award, to be granted in February 2027. The filing says it will be formally granted when annual equity grants are customarily made to Payoneer executives.

It is tied to the Agreement and Plan of Merger among Payoneer, Neon Maple Parent Inc. and Panda Acquisition Sub Inc., dated June 12, 2026.

Once granted, the award vests in two equal installments. The first vests at the merger's closing and the second on the first anniversary of the closing. Each depends on Goldman staying employed through that date.

If Payoneer fires her without Cause, or she resigns for Good Reason, the unvested portion vests at once and becomes payable. Both terms are defined in the company's Change in Control Severance Plan.

What to watch

The full letter agreement with Goldman will be filed as an exhibit to Payoneer's quarterly report for the period ending September 30, 2026. The first half of the award vests when the merger closes.

Goldman's letter agreement, due as an exhibit to the quarterly report for the period ending September 30, 2026, will carry the full terms the 8-K only summarizes.

Sources

• 8-K Filing — Payoneer Global Inc. (PAYO) — SEC EDGAR