Aterian, Inc.

The following overview describes the material elements of compensation for the following individuals who served as our named executive officers for the year that ended on* December 31, 2025* (“Named Executive Officer”), which consists of our Chief Executive Officer, up totwo other most highly compensated executive officers who were serving as executive officers as of* December 31, 2025*, and up totwo additional individuals who would have been most highly compensated executive officers but for the fact that such individual wasnot serving as an executive officer as of* December 31, 2025* are:

Summary Compensation Table

The following table sets forth certain information with respect to the compensation paid to our Named Executive Officers for the fiscal years-ended* December 31, 2025and2024:*

Narrative Disclosure to Summary Compensation Table

Employment and Severance Agreements

Arturo Rodriguez —We entered into an offer letter with Mr. Rodriguez, dated* September 18, 2017.Pursuant to the offer letter, Mr. Rodriguez’s base salary was initially$250,000* per year. During his employment, Mr. Rodriguez has received various base salary adjustments and his salary at the beginning of2025 was*$360,000* annually. Effective* April 1, 2025,Mr. Rodriguez received an increase in base salary to$385,000.*

Joshua Feldman—We entered into an offer letter with Mr. Feldman, dated* March 30, 2022.Pursuant to the offer letter, Mr. Feldman’s base salary was initially$270,000* per year. During his employment, Mr. Feldman has received various base salary adjustments and his salary at the beginning of2025 was*$310,000* annually.

Roi Zahut—We entered into an offer letter with Mr. Zahut, dated* January 14, 2019.Pursuant to the offer letter, Mr. Zahut's base salary was initially$225,000* per year. During his employment, Mr. Zahut received various base salary adjustments and his salary at the beginning of2025 was*$310,000* annually.

Base Salaries/Compensation

Our salaries recognize the experience, skills, knowledge, and responsibilities required of all employees, including our Named Executive Officers. Base salaries and base compensation are reviewed annually, typically in connection with our annual performance review process, and adjusted from time to time to realign salaries and compensation with market levels after taking into account individual responsibilities, performance and experience.

Equity Compensation

Although we donot have a formal policy with respect to the grant of equity incentive awards to our executive officers, we believe that equity grants provide our executives with a strong link to our long-term performance, create an ownership culture and help to align the interests of our executives and our stockholders. In addition, we believe that equity grants with a time-based vesting feature promote executive retention because this feature incentivizes our executive officers to remain in our employment during the vesting period. Accordingly, our Board periodically reviews the equity incentive compensation of our Named Executive Officers and from time to time* may*grant equity incentive awards to them.

On* June 11, 2025,we granted291,667* restricted shares to Mr. Rodriguez,138,889 restricted shares to Mr. Feldman, and90,278 restricted shares to Mr. Zahut pursuant to the Aterian, Inc.2018 Equity Incentive Plan (the*“2018* Plan”). One-third of the restricted shares shall vest on* June 11, 2026,and1/12th* of the restricted shares shall vest each quarterly period thereafter, as described in more detail in the “Outstanding Equity Awards at* December 31, 2025"table below. All90,278* shares granted to Mr. Zahut were forfeited on* November 3, 2025*when he resigned from the Company.

On* June 11, 2025,in settlement of the executive's2024* performance bonus, we granted190,150 restricted shares to Mr. Rodriguez pursuant to the Aterian, Inc.2018 Equity Incentive Plan (the*“2018* Plan”). All190,150 of the restricted shares vested on* March 11, 2026,as described in more detail in the “Outstanding Equity Awards at December 31, 2025"*table below.

On* June 11, 2025,in settlement of the executive's2024* performance bonus, we granted109,160 restricted shares to Mr. Feldman pursuant to the Aterian, Inc.2018 Equity Incentive Plan (the*“2018* Plan”). All109,160 of the restricted shares vested on* December 11, 2025.*

On* June 11, 2025,in settlement of the executive's2024* performance bonus, we granted109,160 restricted shares to Mr. Zahut pursuant to the Aterian, Inc.2018 Equity Incentive Plan (the*“2018* Plan”). All109,160 of the restricted shares vested on* December 11, 2025,*pursuant to Mr. Zahut's separation agreement .

Perquisites, Health, Welfare and Retirement Plans and Benefits

We provide healthcare coverage to our employees. In addition, we have adopted a401(k) plan for eligible employees. However, we donot currently match any portion of the contributions made by our employees to the401(k) plan.

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Outstanding Equity Awards at December 31, 2025**

The following table presents certain information concerning outstanding equity awards held by each of the Named Executive Officers at* December 31, 2025*:

Non-Employee Director Compensation

Effective* August 1, 2021,our compensation committee of the Board (the “Compensation Committee”) approved a formal non-employee director compensation policy, which was amended on August 16, 2024.Pursuant to such policy, our non-employee directors were paid the amounts in the table below for the year ended December 31, 2025*. As revised on* August 16, 2024,non-employee director compensation (prorated for service for a partial year), which, at each director’s election was payableone*-third in cash andtwo-thirds in shares of restricted common stock, was as follows: (i)$150,000 per year to each director; (ii)$55,000 per year to the chairperson of the Board; (iii)$20,000 per year to the chairperson of the Audit Committee; (iv)$15,000 per year to the chairperson of the Compensation Committee ; (v)$10,000 per year to other members of the Audit Committee; and (vi)$7,500 to other members of the Compensation Committee.

On* August 16, 2024,Mr. William Kurtz and the Company entered into an Advisor Agreement effective August 1, 2024 (the “Advisor Agreement”), pursuant to which Mr. Kurtz acts as an advisor to senior management of the Company. The initial term of the Advisor Agreement was forsix* months and, subject to the agreement of the Company and Mr. Kurtz,* maybe extended for an additionalsix*-month period. Mr. Kurtz is paid*$8,750* per month for his services pursuant to the Advisor Agreement. Upon expiration of the initial term, the Advisor Agreement was extended on a month-to-month basis.

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The following table sets forth summary information concerning compensation paid or accrued to the members of our Board for services rendered to us for the fiscal year ended* December 31, 2025*:

Compensation Committee Interlocks and Insider Participation

Our Compensation Committee consists ofthree directors, each of whom is a non-employee director: Ms. Harlam, Mr. Kurtz and Ms. Lattmann with Ms. Harlam serving as the Chairperson of the Compensation Committee. During2025, none of the foregoing were an officer or employee of ours, was formerly an officer of ours or had any relationship requiring disclosure by us under Item404 of Regulation S-K.No interlocking relationship as described in Item407(e)(4) of Regulation S-K exists between any of our executive officers or Compensation Committee members, on theone hand, and the executive officers or compensation committee members of any other entity, on the other hand, nor has any such interlocking relationship existed in the past.

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