Sero Capital LLC

SEC source: 0001179110-21-010509 · edgar.xml · nonDerivative · entry 3

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,857,589

F4 · price: Reflects the weighted average price of 17,520 shares of common stock of AudioEye, Inc. purchased in multiple transactions on December 2, 2021 with purchase prices ranging from $7.53 to $7.55 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-010509 · edgar.xml · nonDerivative · entry 2

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,840,069

F3 · price: Reflects the weighted average price of 22,800 shares of common stock of AudioEye, Inc. purchased in multiple transactions on December 1, 2021 with purchase prices ranging from $7.98 to $8.05 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-010509 · edgar.xml · nonDerivative · entry 1

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,817,269

F1 · price: Reflects the weighted average price of 9,038 shares of common stock of AudioEye, Inc. purchased in multiple transactions on November 30, 2021 with purchase prices ranging from $7.50 to $7.86 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-008341 · edgar.xml · nonDerivative · entry 2

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,808,231

F2 · price: Reflects the weighted average price of 16,734 shares of common stock of AudioEye, Inc. purchased in multiple transactions on August 20, 2021 with purchase prices ranging from $11.01 to $11.99 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-008341 · edgar.xml · nonDerivative · entry 1

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,791,497

F1 · price: Reflects the weighted average price of 10,000 shares of common stock of AudioEye, Inc. purchased in multiple transactions on August 19, 2021 with purchase prices ranging from $11.50 to $11.70 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-008280 · edgar.xml · nonDerivative · entry 5

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,781,497

F5 · price: Reflects the weighted average price of 16,600 shares of common stock of AudioEye, Inc. purchased in multiple transactions on August 18, 2021 with purchase prices ranging from $10.63 to $10.98 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F6 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-008280 · edgar.xml · nonDerivative · entry 4

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,764,897

F4 · price: Reflects the weighted average price of 200 shares of common stock of AudioEye, Inc. purchased in multiple transactions on August 17, 2021 with purchase prices ranging from $11.42 to $11.49 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F6 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-008280 · edgar.xml · nonDerivative · entry 3

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,764,697

F3 · price: Reflects the weighted average price of 23,432 shares of common stock of AudioEye, Inc. purchased in multiple transactions on August 17, 2021 with purchase prices ranging from $10.30 to $11.29 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F6 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-008280 · edgar.xml · nonDerivative · entry 2

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,741,265

F2 · price: Reflects the weighted average price of 5,019 shares of common stock of AudioEye, Inc. purchased in multiple transactions on August 16, 2021 with purchase prices ranging from $10.90 to $11.58 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F6 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-008280 · edgar.xml · nonDerivative · entry 1

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,736,246

F1 · price: Reflects the weighted average price of 4,981 shares of common stock of AudioEye, Inc. purchased in multiple transactions on August 16, 2021 with purchase prices ranging from $9.34 to $10.30 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F6 · ownership.nature: Securities of the Issuer held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0001179110-21-007048 · edgar.xml · derivative · entry 3

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 153,888 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each share of Series A Convertible Preferred Stock is convertible into that number of shares of common stock determined by dividing $10 plus any accrued dividends by the conversion price of $4.385.

F3 · derivative.exercise_date: The shares of Series A Convertible Preferred Stock were immediately convertible upon issuance and do not expire.

F3 · derivative.expiration_date: The shares of Series A Convertible Preferred Stock were immediately convertible upon issuance and do not expire.

SEC source: 0001179110-21-007048 · edgar.xml · nonDerivative · entry 1

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 542,223

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each share of Series A Convertible Preferred Stock is convertible into that number of shares of common stock determined by dividing $10 plus any accrued dividends by the conversion price of $4.385.

SEC source: 0001179110-21-003337 · edgar.xml · nonDerivative · entry 1

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 388,335

F1 · shares: Represents the grant of performance-based restricted stock units ("PSUs") under the AudioEye, Inc. 2020 Equity Incentive Plan (the "Plan"), which PSUs will be earned and vest upon the earlier of (i) the Volume Weight Average Price ("VWAP") of AudioEye, Inc.'s (the "Issuer") common stock being in excess of $100 on The Nasdaq Stock Market LLC over 20 consecutive trading days prior to March 11, 2026 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to March 11, 2026, and will be settled promptly after the vesting date.

F2 · balance_after: Securities of the Issuer held directly by David Moradi, including PSUs and other derivative securities that can be settled solely in stock.

SEC source: 0001179110-21-002071 · edgar.xml · derivative · entry 5

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 4,000 shares

Expires 2021-04-19

F5 · price: Pursuant to Instruction 4(c)(iii), this column is left blank.

SEC source: 0001179110-21-002071 · edgar.xml · nonDerivative · entry 3

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 338,335

F3 · kind: On February 18, 2021, the reporting person exercised a warrant to purchase 4,000 shares of AudioeEye, Inc. common stock for $6.25 a share. The reporting person paid the exercise priceon a cashless basis, resulting in AudioeEye, Inc.'s withholding of 600 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 3,400 shares.

F2 · balance_after: Securities of the Issuer held directly by David Moradi.

SEC source: 0001179110-21-002071 · edgar.xml · nonDerivative · entry 2

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 338,935

F2 · balance_after: Securities of the Issuer held directly by David Moradi.

SEC source: 0001179110-21-002071 · edgar.xml · nonDerivative · entry 1

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 334,935

F1 · shares: Number of Shares withheld to cover withholding taxes associated with with the vesting of 55,000 shares of common stock subject to a performance share award previously granted to David Moradi.

F2 · balance_after: Securities of the Issuer held directly by David Moradi.

SEC source: 0000899243-20-023323 · doc4.xml · nonDerivative · entry 3

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 350,586

F5 · kind: Reflects the grant of PSAs under the Plan, which PSAs will vest upon the earlier of (i) the VWAP of the Issuer's common stock being in excess of $100 on NASDAQ over 20 Consecutive Trading Days prior to August 20, 2025 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to August 20, 2025, and will be settled promptly after the vesting date.

F5 · price: Reflects the grant of PSAs under the Plan, which PSAs will vest upon the earlier of (i) the VWAP of the Issuer's common stock being in excess of $100 on NASDAQ over 20 Consecutive Trading Days prior to August 20, 2025 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to August 20, 2025, and will be settled promptly after the vesting date.

F2 · balance_after: In addition to the shares reported herein, this reflects 40,417 previously granted restricted stock units ("RSUs") under the Plan, of which (i) 11,280 RSUs will vest on December 6, 2020, subject to David Moradi's continuing service with the Issuer through such date, and will be settled on the earlier of (A) December 6, 2026 and (B) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5), (ii) 17,857 RSUs will vest on November 8, 2020, subject to David Moradi's continuing service with the Issuer through such date, and will be settled promptly after the vesting date but no later than March 15, 2021, and (iii) 11,280 RSUs will vest on May 20, 2021, subject to David Moradi's continuing service with the Issuer through such date, and will be settled on the earlier of (X) May 20, 2027 and (Y) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5).

F3 · ownership.direct: Securities of the Issuer held directly by David Moradi.

SEC source: 0000899243-20-023323 · doc4.xml · nonDerivative · entry 2

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 300,586

F4 · kind: Reflects the grant of PSAs under the Plan, which PSAs will vest upon the earlier of (i) the VWAP of the Issuer's common stock being in excess of $50 on NASDAQ over 20 Consecutive Trading Days prior to August 20, 2025 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to August 20, 2025, and will be settled promptly after the vesting date.

F4 · price: Reflects the grant of PSAs under the Plan, which PSAs will vest upon the earlier of (i) the VWAP of the Issuer's common stock being in excess of $50 on NASDAQ over 20 Consecutive Trading Days prior to August 20, 2025 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to August 20, 2025, and will be settled promptly after the vesting date.

F2 · balance_after: In addition to the shares reported herein, this reflects 40,417 previously granted restricted stock units ("RSUs") under the Plan, of which (i) 11,280 RSUs will vest on December 6, 2020, subject to David Moradi's continuing service with the Issuer through such date, and will be settled on the earlier of (A) December 6, 2026 and (B) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5), (ii) 17,857 RSUs will vest on November 8, 2020, subject to David Moradi's continuing service with the Issuer through such date, and will be settled promptly after the vesting date but no later than March 15, 2021, and (iii) 11,280 RSUs will vest on May 20, 2021, subject to David Moradi's continuing service with the Issuer through such date, and will be settled on the earlier of (X) May 20, 2027 and (Y) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5).

F3 · ownership.direct: Securities of the Issuer held directly by David Moradi.

SEC source: 0000899243-20-023323 · doc4.xml · nonDerivative · entry 1

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 250,586

F1 · kind: Reflects the grant of performance share awards ("PSAs") under the AudioEye, Inc. 2019 Equity Incentive Plan, as amended from time to time (the "Plan"), which PSAs will vest upon the earlier of (i) the Volume Weight Average Price ("VWAP") of AudioEye, Inc.'s (the "Issuer") common stock being in excess of $25 on The Nasdaq Stock Market LLC ("NASDAQ") over 20 Consecutive Trading Days prior to August 20, 2025 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to August 20, 2025, and will be settled promptly after the vesting date.

F1 · price: Reflects the grant of performance share awards ("PSAs") under the AudioEye, Inc. 2019 Equity Incentive Plan, as amended from time to time (the "Plan"), which PSAs will vest upon the earlier of (i) the Volume Weight Average Price ("VWAP") of AudioEye, Inc.'s (the "Issuer") common stock being in excess of $25 on The Nasdaq Stock Market LLC ("NASDAQ") over 20 Consecutive Trading Days prior to August 20, 2025 while David Moradi is serving as Interim Chief Executive Officer or Chief Strategic Officer of the Issuer or (ii) the termination of David Moradi's employment with the Issuer by the Issuer without cause prior to August 20, 2025, and will be settled promptly after the vesting date.

F2 · balance_after: In addition to the shares reported herein, this reflects 40,417 previously granted restricted stock units ("RSUs") under the Plan, of which (i) 11,280 RSUs will vest on December 6, 2020, subject to David Moradi's continuing service with the Issuer through such date, and will be settled on the earlier of (A) December 6, 2026 and (B) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5), (ii) 17,857 RSUs will vest on November 8, 2020, subject to David Moradi's continuing service with the Issuer through such date, and will be settled promptly after the vesting date but no later than March 15, 2021, and (iii) 11,280 RSUs will vest on May 20, 2021, subject to David Moradi's continuing service with the Issuer through such date, and will be settled on the earlier of (X) May 20, 2027 and (Y) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5).

F3 · ownership.direct: Securities of the Issuer held directly by David Moradi.

SEC source: 0000899243-20-022371 · doc4.xml · derivative · entry 3

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 0

Underlying: Common Stock · 146,667 shares

Expires 2020-08-14

F3 · price: Pursuant to Instruction 4(c)(iii), this column is left blank.

F1 · ownership.nature: Securities of AudioEye, Inc. (the "Issuer") held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-20-022371 · doc4.xml · nonDerivative · entry 1

Sero Capital LLC · CIK 0001751296 · Director · See Remarks · 10% owner

Moradi David · CIK 0001658843 · Director · See Remarks · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,731,265

F1 · ownership.nature: Securities of AudioEye, Inc. (the "Issuer") held directly by Sero Capital LLC ("Sero Capital"). David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-20-014044 · doc4.xml · nonDerivative · entry 2

Sero Capital LLC · CIK 0001751296 · Director · 10% owner

Moradi David · CIK 0001658843 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 195,586

F3 · kind: Reflects the grant of RSUs under the Plan, which RSUs will vest on the first anniversary of the Grant Date (i.e., on May 20, 2021), subject to the Reporting Person's continuing service with the Issuer through such date, and will be settled on the earlier of (i) the 7th anniversary of the Grant Date (i.e., on May 20, 2027) and (ii) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5).

F3 · price: Reflects the grant of RSUs under the Plan, which RSUs will vest on the first anniversary of the Grant Date (i.e., on May 20, 2021), subject to the Reporting Person's continuing service with the Issuer through such date, and will be settled on the earlier of (i) the 7th anniversary of the Grant Date (i.e., on May 20, 2027) and (ii) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5).

F1 · ownership.direct: Securities of AudioEye, Inc. (the "Issuer") held directly by David Moradi.

SEC source: 0000899243-20-014044 · doc4.xml · nonDerivative · entry 1

Sero Capital LLC · CIK 0001751296 · Director · 10% owner

Moradi David · CIK 0001658843 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 184,306

F2 · kind: Reflects the grant of restricted stock units ("RSUs") under the AudioEye, Inc. 2019 Equity Incentive Plan, as amended and restated on May 18, 2020 (the "Plan"), which RSUs will vest on November 8, 2020, subject to the Reporting Person's continuing service with the Issuer through such date, and will be settled promptly after the vesting date but no later than March 15, 2021.

F2 · price: Reflects the grant of restricted stock units ("RSUs") under the AudioEye, Inc. 2019 Equity Incentive Plan, as amended and restated on May 18, 2020 (the "Plan"), which RSUs will vest on November 8, 2020, subject to the Reporting Person's continuing service with the Issuer through such date, and will be settled promptly after the vesting date but no later than March 15, 2021.

F1 · ownership.direct: Securities of AudioEye, Inc. (the "Issuer") held directly by David Moradi.

SEC source: 0000899243-19-028836 · doc4.xml · nonDerivative · entry 1

Sero Capital LLC · CIK 0001751296 · Director · 10% owner

Moradi David · CIK 0001658843 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 166,449

F1 · kind: Reflects the grant of restricted stock units ("RSUs") under the AudioEye, Inc. 2019 Equity Incentive Plan, which RSUs will vest on the first anniversary of the Grant Date (i.e., on December 6, 2020), subject to the Reporting Person's continuing service with the Issuer through such date, and will be settled on the earlier of (i) the 7th anniversary of the Grant Date (i.e., on December 6, 2026) and (ii) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5).

F1 · price: Reflects the grant of restricted stock units ("RSUs") under the AudioEye, Inc. 2019 Equity Incentive Plan, which RSUs will vest on the first anniversary of the Grant Date (i.e., on December 6, 2020), subject to the Reporting Person's continuing service with the Issuer through such date, and will be settled on the earlier of (i) the 7th anniversary of the Grant Date (i.e., on December 6, 2026) and (ii) immediately prior to a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5).

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 14

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 146,667

Underlying: Common Stock · 146,667 shares

Expires 2020-08-14

F6 · kind: On August 14, 2019, Sero Capital entered into a Loan Agreement (the "Loan Agreement") with the Issuer pursuant to which Sero Capital agreed to make advances to the Issuer in an amount up to $2,000,000 in the aggregate during a one-year term at an interest rate of 10% per annum. Interest payments on advances made under the Loan Agreement may be paid by the Issuer in either cash or in Issuer common stock, at the Issuer's option. In the event that the Issuer shall elect to make a payment of interest in the form of Issuer common stock, the number of shares issued by the Issuer with respect to each payment of interest shall be equal to the dollar amount of the applicable interest payment divided by the lesser of (x) $6.07, or (y) the volume weighted average trading price of the common stock for the five trading days immediately preceding the interest payment date.

F7 · kind: (continued from footnote 6) As consideration for entering into the Loan Agreement, on August 14, 2019, the Issuer issued to Sero Capital warrants to purchase 146,667 shares of Issuer common stock at an exercise price of $6.00 per share. Such warrants may be exercised for cash or on a cashless basis, provided that if the fair market value on the expiration date exceeds the exercise price on the expiration date, then the warrants will be deemed to have been exercised in full (to the extent not previously exercised) on a cashless basis on the expiration date. The number of shares purchasable upon the exercise of the warrants and the exercise price are subject to certain antidilution adjustments described in the warrants.

F6 · price: On August 14, 2019, Sero Capital entered into a Loan Agreement (the "Loan Agreement") with the Issuer pursuant to which Sero Capital agreed to make advances to the Issuer in an amount up to $2,000,000 in the aggregate during a one-year term at an interest rate of 10% per annum. Interest payments on advances made under the Loan Agreement may be paid by the Issuer in either cash or in Issuer common stock, at the Issuer's option. In the event that the Issuer shall elect to make a payment of interest in the form of Issuer common stock, the number of shares issued by the Issuer with respect to each payment of interest shall be equal to the dollar amount of the applicable interest payment divided by the lesser of (x) $6.07, or (y) the volume weighted average trading price of the common stock for the five trading days immediately preceding the interest payment date.

F7 · price: (continued from footnote 6) As consideration for entering into the Loan Agreement, on August 14, 2019, the Issuer issued to Sero Capital warrants to purchase 146,667 shares of Issuer common stock at an exercise price of $6.00 per share. Such warrants may be exercised for cash or on a cashless basis, provided that if the fair market value on the expiration date exceeds the exercise price on the expiration date, then the warrants will be deemed to have been exercised in full (to the extent not previously exercised) on a cashless basis on the expiration date. The number of shares purchasable upon the exercise of the warrants and the exercise price are subject to certain antidilution adjustments described in the warrants.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 13

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 0

Underlying: Common Stock · 42,858 shares

Expires 2022-09-29

F1 · derivative.exercise_price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · derivative.exercise_price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F4 · kind: On August 14, 2019, Sero Capital exercised in full all of the warrants the exercise prices of which were adjusted pursuant to the Amendments.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 12

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 0

Underlying: Common Stock · 295,000 shares

Expires 2022-11-17

F1 · derivative.exercise_price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · derivative.exercise_price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F4 · kind: On August 14, 2019, Sero Capital exercised in full all of the warrants the exercise prices of which were adjusted pursuant to the Amendments.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 11

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 0

Underlying: Common Stock · 590,000 shares

Expires 2020-11-06

F1 · derivative.exercise_price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · derivative.exercise_price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F4 · kind: On August 14, 2019, Sero Capital exercised in full all of the warrants the exercise prices of which were adjusted pursuant to the Amendments.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 10

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 42,858

Underlying: Common Stock · 42,858 shares

Expires 2022-09-29

F1 · derivative.exercise_price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · derivative.exercise_price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F1 · kind: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · kind: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F1 · price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 9

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 0

Underlying: Common Stock · 42,858 shares

Expires 2022-09-29

F1 · kind: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · kind: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F1 · price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 8

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 295,000

Underlying: Common Stock · 295,000 shares

Expires 2022-11-17

F1 · derivative.exercise_price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · derivative.exercise_price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F1 · kind: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · kind: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F1 · price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 7

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 0

Underlying: Common Stock · 295,000 shares

Expires 2022-11-17

F1 · kind: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · kind: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F1 · price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 6

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 590,000

Underlying: Common Stock · 590,000 shares

Expires 2020-11-06

F1 · derivative.exercise_price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · derivative.exercise_price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F1 · kind: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · kind: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F1 · price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · derivative · entry 5

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 0

Underlying: Common Stock · 590,000 shares

Expires 2020-11-06

F1 · kind: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · kind: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F1 · price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · nonDerivative · entry 3

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,584,598

F4 · kind: On August 14, 2019, Sero Capital exercised in full all of the warrants the exercise prices of which were adjusted pursuant to the Amendments.

F1 · price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · nonDerivative · entry 2

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,541,740

F4 · kind: On August 14, 2019, Sero Capital exercised in full all of the warrants the exercise prices of which were adjusted pursuant to the Amendments.

F1 · price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.

SEC source: 0000899243-19-021942 · doc4.xml · nonDerivative · entry 1

Sero Capital LLC · CIK 0001751296 · 10% owner

Moradi David · CIK 0001658843 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through Sero Capital LLC

Disclosed balance after: 2,246,740

F4 · kind: On August 14, 2019, Sero Capital exercised in full all of the warrants the exercise prices of which were adjusted pursuant to the Amendments.

F1 · price: On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.

F2 · price: (continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.

F3 · ownership.nature: Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.