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Gaia, Inc. (Nasdaq: GAIA) filed a Form 8-K to disclose a leadership change effective June 27, 2025. The Board of Directors appointed Kiersten Medvedich, 52, as Chief Executive Officer. Medvedich, who has risen through multiple senior content roles since joining Gaia in 2016鈥攎ost recently serving as President since June 2023鈥攚ill report directly to Executive Chairman Jirka Rysavy. Her compensation package remains the same as disclosed in the company鈥檚 April 8, 2025 proxy statement, indicating no incremental cost from the promotion.

Outgoing CEO James Colquhoun transitioned to the newly defined position of Chief Business Development Officer on June 26, 2025, maintaining an executive presence but relinquishing day-to-day operational control. The filing contains no revisions to previously issued financial guidance, no new compensation arrangements, and no changes to the company鈥檚 strategic outlook. A press release dated June 30, 2025 (Exhibit 99.1) provides public confirmation of the move. Aside from customary Item 9.01 exhibit listings, the report includes no financial statements, M&A activity, or earnings data. Accordingly, the Form 8-K is limited in scope to governance matters under Item 5.02 and should be viewed primarily as a succession-planning disclosure rather than a signal of immediate operational or financial impact.

The Free Writing Prospectus outlines a two-year market-linked structured note issued by Canadian Imperial Bank of Commerce (CM) called Capped Leveraged Index Return Notes (LIRNs) tied to the S&P 500 Index (SPX). Each $10 unit provides 200% (2-to-1) leveraged upside on any positive index performance, but gains are capped at a Capped Value of $11.45鈥�$11.85 (a 14.5%鈥�18.5% maximum total return). If the index is flat or declines by no more than 10% from the Starting Value, investors receive full principal back. A decline beyond the 10% Threshold Value triggers 1-for-1 downside exposure, exposing up to 90% of principal to loss (e.g., a 50% index drop results in a $4 loss per unit).

The notes pay no interim coupons, are not exchange-listed, and their secondary-market value may be below both the $10 offering price and the issuer鈥檚 initial estimated value. Investors also assume credit risk of CIBC; any deterioration in the bank鈥檚 creditworthiness could impair note value regardless of index performance. The product targets investors expecting moderate S&P 500 appreciation over two years and willing to accept a capped return, limited downside buffer, illiquidity, and issuer credit risk in exchange for leveraged exposure.