DEF 14A of Brand Engagement Network Inc.
Filed Nov 6, 2025 · FY20240001493152-25-020967
Board of Directors
Board of Directors The Board currently has set the number of directors at nine (9) members, with three director seats remaining vacant, and such number amendable at the discretion of a majority of the directors then in-office. Our Board is divided into three classes, each serving staggered, three-year terms and the current active board of directors is as follows:
Board of Directors
| ● | our Class I directors are Paul Chang and Thomas Morgan Jr.; (one vacant seat) |
Board of Directors
| ● | our Class II directors are Jon Leibowitz and Richard Isaacs; (one vacant seat) and |
Board of Directors
| ● | our Class III directors are Tyler Luck and Bernard Puckett (one vacant seat). |
Board of Directors
The Company is nominating the following directors for Class I:
Board of Directors
| ● | Ruy Carrasco and Thomas Morgan Jr.; |
Board of Directors
| ● | Three seats will remain open at the discretion of our Board or until our next Annual Meeting. |
Board of Directors
At the Annual Meeting, the initial term of office of the Class I directors shall expire and Class I directors nominated shall be up for reelection for a full term of three years. Paul Chang, a current Class I Director, will not stand for re-election. At the first annual meeting of stockholders following the 2025 Annual Meeting (to be held in the calendar year 2026), the term of office of the Class II directors shall expire and Class II directors shall be up for reelection for a full term of three years. At the second annual meeting of stockholders following the 2026 Annual Meeting, the term of office of the Class III directors shall expire and Class III directors shall be up for reelection for a full term of three years. At each succeeding annual meeting, directors shall be elected for a full term of three years to succeed directors of the class whose terms expire.
ELECTION OF DIRECTORS
ELECTION OF DIRECTORS Our Board currently consists of 7 directors, classified into three Classes, Class I, II and III. Class I has 2 seats expiring with 1 being renominated, 1 not being renominated and 1 being vacant. The terms of office of our Class I directors, Paul Chang and Thomas Morgan Jr., will expire at the Annual Meeting. Upon the recommendation of our Nominating and Corporate Governance Committee, the Board has approved the nomination of the Class I directors, Ruy Carrasco and Thomas Morgan Jr., for election at the Annual Meeting, to serve for a term of three years expiring at our 2028 annual meeting of stockholders (or until such time as their respective successors are elected and qualified). Biographical information for each of our directors, and the two nominees, is set forth below. We have highlighted in that section the specific experience, qualifications and skills that led the Board to conclude that each individual should serve as a director of the Company.
Nominees and Continuing Directors to the Board of Directors
Nominees and Continuing Directors to the Board of Directors Our directors and director nominees, and his or her age, occupation and length of board service as of September 30, 2025, are provided in the table below. Additional biographical descriptions are set forth in the text below the table.
Nominees and Continuing Directors to the Board of Directors
| Name of Director/Nominee | Age | Principal Occupation | Director Since | | Class I Director Nominees+ | | | | | Dr. Ruy Carrasco(3) | 53 | Managing Partner, Child Neurology Consultants & Chief Medical Informatics Officer, BEN | 2025 | | Thomas Morgan Jr.(3) | 64 | Founder and Chief Executive Office, Corps Capital Advisors LLC | 2024 | | Class II Directors | | | | | Richard Isaacs (1)(2)(4) | 62 | Dean, Senior Vice President and Chief Academic Officer, California NorthState University College of Medicine | 2024 | | Jon Leibowitz(1)(2)(4) | 67 | Chairman, National Consumers League | 2024 | | Class III Directors | | | | | Tyler Luck | 33 | Acting Chief Executive Officer, Chief Product Officer and Co-Founder of BEN | 2024 | | Bernard Puckett* | 81 | Independent Venture Capital & Private Equity Professional | 2024 |
Nominees and Continuing Directors to the Board of Directors
* Chairperson of the Board + Paul Chang currently serves on the Board as a Class I Director and will not stand for re-election at the meeting (1)Member of the Audit Committee (2)Member of the Nominating and Corporate Governance Committee (3)Member of the Compensation Committee (4)Member of the Special Litigation Committee
Class I Director Nominees
Class I Director Nominees
Class I Director Nominees
| Dr. Ruy Carrasco, Director | | | | | Age: | Director Since: | Committees | Other Public Directorships | | 53 | 2025 | Compensation Committee | 0 |
Class I Director Nominees
Dr. Carrasco is a pediatric rheumatologist with Child Neurology & Consultants of Austin and the Chief Medical Informatics Officer of BEN. Dr. Carrasco began his career at Baylor University for his undergraduate education. He later attended and received his medical degree from the University of New Mexico School of Medicine. He followed up with a fellowship in pediatric rheumatology at Cincinnati Children’s Hospital Medical Center. Dr. Carrasco established the Division of Rheumatology at Dell Children’s Medical Center of Central Texas in Austin. While at Dell Children’s, he served as the division chief of rheumatology and was active in clinical care, teaching and research. Dr. Carrasco is the first-ever recipient of the “Cure JM Physician of Excellence Aware” bestowed on him in 2017 for his exceptional commitment to patients and families battling Juvenile Myositis, a life-threatening autoimmune disease. Dr. Carrasco’s significant medical expertise make him well qualified to serve on our Board of Directors.
Class I Director Nominees
| Thomas Morgan Jr., Director | | | | | Age: | Director Since: | Committees | Other Public Directorships | | 64 | 2024 | Compensation Committee | 0 |
Class I Director Nominees
Mr. Morgan is the founder and Chief Executive Officer of Corps Capital Advisors LLC, an investment advisory firm, which he founded in July 2019. Previously, Mr. Morgan, Jr. served as a Managing Director at Morgan Stanley, a large investment bank, from 2009 to July 2019. Mr. Morgan began his career in private wealth management at Goldman Sachs in 1993. Prior to his professional career, Mr. Morgan served as an infantry/aviation officer in the US Army with the 2nd Infantry Division, 1st Cavalry Division, 6th Cavalry Squadron. Mr. Morgan received his B.S. from the United States Military Academy and his MBA from Harvard University. Mr. Morgan, Jr.’s significant investment and financial expertise make him well qualified to serve as a member of our Board of Directors.
Class I Non-Continuing Director
Class I Non-Continuing Director
Class I Non-Continuing Director
| Paul Chang, Chief Executive Officer and Director | | | | | Age: | Director Since: | Committees | Other Public Directorships | | 59 | 2024 | N/A | 0 |
Class I Non-Continuing Director
Mr. Chang currently serves as a director. He joined BEN in May 2023 and previously served as Chief Executive Officer of BEN from August 2024 to July 2025. Prior to that he served as Co-Chief Executive Officer from May 2024 to August 2024 and as Global President from May 2023 until his promotion in May 2024. Prior to joining BEN, Mr. Chang spent 18 years at IBM where he led the GTM and product strategy as well as sales and marketing for various emerging software technologies such as AI, Blockchain, IOT/RFID, and Advanced Predictive Analytics. Mr. Chang has developed sales strategies and conducted enablement globally for IBM on emerging technologies and ensured scalability across the large company network, while working with numerous Fortune 100 companies in the pharmaceutical, industrial, automotive, financial services, and retail industries. Prior to IBM, Mr. Chang worked for several start-up companies including Corvis, an optical network company, which went public in 2000. Mr. Chang has worked closely with government agencies such as the FDA and State Board of Pharmacy to provide guidance on new technologies that can positively impact and be integrated into healthcare products and services. Mr. Chang earned his Bachelor of Science from Carnegie Mellon University.
Class II Directors
Class II Directors
Class II Directors
| Richard Isaacs, Director | | | | | Age: | Director Since: | Committees | Other Public Directorships | | 62 | 2024 | Audit, Nominating and Corporate Governance, Special Litigation Committees | 0 |
Class II Directors
Dr. Isaacs has more than 34 years of experience in the medical field and currently serves as the Dean of the College of Medicine and Senior Vice President of Medical Affairs and Chief Academic Officer at California Northstate University College of Medicine. Prior to his current role, Dr. Issacs has served with the California Northstate University College of Medicine since June 2015, including as a professor of otolaryngology. From June 2017 to May 2023, Dr. Isaacs served as the Chief Executive Officer and a Director of The Permanente Medical Group, Inc., President and Chief Executive officer of The MidAtlantic Permanente Medical Group, P.C. and Co-Chief Executive Officer of The Permanente Federation, LLC. Dr. Isaacs served as Physician-in-Chief and Chief-of-Staff of Kaiser Permanente Medical Center from April 2005 to June 2017 and served as the Chair of the Head and Neck Surgery Chiefs Group from January 2001 to March 2005. Dr. Isaacs received his B.S. from the University of Michigan and his M.D. at Wayne State University School of Medicine. Dr. Isaacs’s significant background in the medical field and experience with healthcare and medical technology well qualifies him to serve on our Board.
Class II Directors
| Jon Leibowitz, Director | | | | | Age: | Director Since: | Committees | Other Public Directorships | | 67 | 2024 | Audit, Nominating and Corporate Governance, Special Litigation Committees | 0 |
Class II Directors
Mr. Leibowitz serves as the Chairman the Board of the National Consumers League, America’s oldest consumer advocacy organization. Previously, Mr. Leibowitz was a senior partner at Davis Polk & Wardwell LLP from 2013 to 2021, where his practice focused on complex antitrust aspects of mergers and acquisitions, as well as government and private antitrust investigations and litigation. Prior to private practice, Mr. Leibowitz served in executive positions at the Federal Trade Commission (the “FTC”), both as Commissioner from 2004 to 2009, and as Chairman from 2009 to 2013. During his tenure at the FTC, Mr. Leibowitz focused on antitrust, consumer privacy and unfair competition matters, particularly in the pharmaceutical and technology industries, as well as privacy legislation and antitrust reform. From 1991 to 2000, Mr. Leibowitz served on various United States Senate subcommittees, including the Antitrust Subcommittee, the Subcommittee on Terrorism and Technology and the Subcommittee on Juvenile Justice. Mr. Leibowitz received his J.D. from New York University School of Law and holds a B.A. from the University of Wisconsin. Mr. Leibowitz’s experience provides him with significant insight regarding mergers and acquisitions, consumer privacy and technology issues, as well as complex antitrust matters and related legislation. We believe Mr. Leibowitz’s background and expertise in these matters make him well qualified to serve on our Board of Directors.
Class III Directors
Class III Directors
Class III Directors
| Tyler Luck, Chief Product Officer and Director | | | | | Age: | Director Since: | Committees | Other Public Directorships | | 33 | 2024 | N/A | 0 |
Class III Directors
Mr. Luck is a co-founder of BEN and has served as President and Chief Product Officer since May 2023. He was appointed Acting Chief Executive Officer in September 2025. Mr. Luck’s familiarity with the day-to-day operations of the Company make him well qualified to serve on our Board of Directors.
Class III Directors
| Bernard Puckett, Chairperson | | | | | Age: | Director Since: | Committees | Other Public Directorships | | 81 | 2024 | N/A | 0 |
Class III Directors
Mr. Puckett joined BEN in April 2023. Prior to joining BEN, Mr. Puckett served as Chairman of the Board at Frequentz. Previously, Mr. Puckett was Chairman of the Board of Openwave Systems Ltd. From 1994 to 1996, Mr. Puckett was Chief Executive Officer at SkyTel Group. Prior to that, he was Executive Vice President at IBM. Mr. Puckett’s significant business and professional expertise and experience make him well qualified to serve on our Board of Directors.
Director Compensation
Director Compensation Prior to our Business Combination, the Company had not adopted a formal policy or plan to compensate BEN’s directors. Messrs. Luck and Henderson served as members of the Board and received no additional compensation for their service as members of the Board. See the section titled “Executive Compensation—Summary Compensation Table” for more information about Mr. Luck’s compensation for the fiscal year ended December 31, 2024. Upon the Closing Date of the Business Combination, each director of the Company received a grant of 10,000 shares of Common Stock. Following the consummation of the Business Combination, the Board adopted a non-employee director compensation program (the “2024 Director Compensation Policy”). The 2024 Director Compensation Policy is designed to align compensation with BEN’s business objectives and the creation of stockholder value, while enabling BEN to attract, retain, incentivize and reward non-employee directors who contribute to the long-term success of BEN. On December 30, 2024, each non-employee director received an equity award of restricted stock units under the Brand Engagement Network Inc. 2023 Long Term Incentive Plan having an aggregate award value of $35,000, with the number of restricted stock units being determined by using the average of the closing prices for our Common Stock over the 20-day-trading period ending on the first trading day of August 2024. For all periods after the effective date of the 2024 Director Compensation Policy, each non-employee director will receive an equity award of restricted stock, automatically granted quarterly in four equal installments, payable in arrears, on the first trading day of September, December, March, and June (each, a “Grant Date”), and having an aggregate annual award value of $45,000 as of the Grant Date, with the number of shares of restricted stock granted each quarter being determined by dividing one-fourth of the aggregate annual award value by the average of the closing prices for the Common Stock over the 20-day-trading period ending on the last trading day immediately preceding Grant Date. On the date of each of the Company’s annual stockholders meetings following the closing of such meeting, each non-employee director automatically will be granted an annual equity award of restricted stock units having an aggregate award value of $75,000 on the date of such annual stockholders meeting, with the number of restricted stock units being determined by dividing the aggregate award value by the average of the closing prices for our Common Stock over the 20-day-trading period ending on the last trading day immediately prior to such annual stockholders meeting (the “Annual RSU Award”). The Annual RSU Award will vest in full on the earlier of (i) the one-year anniversary of the date of grant and (ii) the date of the next annual stockholders meeting, subject to the non-employee director’s continued service on the Board through such vesting date. Under the 2024 Director Compensation Policy, each of the Non-Executive Board Chair, the Audit Committee Chair, the Compensation Committee Chair, and the Nominating and Governance Committee Chair (each, a “Committee Chair”) receive an additional equity award of restricted stock to be automatically granted in four equal installments, payable in arrears, on each Grant Date, having an aggregate annual award value as $50,000 for the Non-Executive Board Chair, $20,000 for the Audit Committee Chair, $15,000 for the Compensation Committee Chair, and $10,000 for the Nominating and Governance Committee Chair, with the number of restricted shares being determined by dividing one-fourth of the aggregate annual award value by the average of the closing prices for our Common Stock over the 20-day-trading period ending on the last trading day immediately preceding the Grant Date. Each of the Special Committee members of the Board receive an additional equity award of restricted stock, to be automatically granted in four equal installments, payable in arrears, on each Grant Date, and having an aggregate annual award value of $20,000, with the number of shares of restricted stock being determined by dividing one-fourth of the aggregate annual award value by the average of the closing prices for our Common Stock over the 20-day-trading period ending on last trading day immediately preceding the Grant Date. Director Stock Ownership Guidelines. Our Board has instituted the following stock ownership guidelines for its non-employee directors. To further align the interests of our non-employee directors with those of our shareholders, the Board has adopted stock ownership guidelines for non-employee directors, effective as of December 30, 2024. Under these guidelines, each non-employee director is expected to hold shares of BNAI common stock with a value equal to three times (3x) their annual cash retainer (currently $45,000 for standard directors, or higher for committee chairs, as described above). This target must be achieved within five years of the director’s initial appointment to the Board or the effective date of the guidelines, whichever is later. Ownership is calculated based on the average closing price of BNAI common stock over the prior 20 trading days, and includes shares owned outright, in trusts, or held through retirement plans. Until the target is met, directors are required to retain at least 50% of the net shares received from equity awards (after taxes and fees). Compliance is reviewed annually by the Nominating and Corporate Governance Committee, and the Board may adjust the guidelines or targets in its discretion based on market conditions. These guidelines complement our equity-based compensation program and promote long-term alignment with shareholders, particularly in light of BNAI’s strategic initiatives, including litigation enforcement and NASDAQ compliance efforts. As of October 1, 2025, all non-employee directors are on track to meet the guidelines within the required timeframe.” Insider Trading Policy - No Hedging or Pledging. BEN’s Board adopted a comprehensive insider trading policy to ensure compliance with federal securities laws, including SEC Rule 10b-5, and to protect the integrity of our capital markets. The policy applies to all directors, officers, employees, and certain designated contractors, prohibiting trading in BNAI securities while in possession of material nonpublic information or during designated blackout periods. Trading in the Company’s securities is prohibited during the period beginning at the close of the market on the 15th day of the last month of a fiscal quarter and ending at the commencement of trading on the next trading day following two full trading days after the date the Company’s financial results for that fiscal quarter are publicly disclosed. No director may acquire, sell or trade in any interest or position relating to the future price of the company’s securities, such as a put option, a call option or a short sale. In addition, directors are prohibited from holding company securities in a margin account or pledging company securities as collateral for a loan. Key features include:
Director Compensation
| ● | Pre-Clearance: Directors, executive officers, and other designated insiders must obtain prior approval from the General Counsel or their designee for any transactions in BNAI securities. |
Director Compensation
| ● | Trading Windows: The policy establishes open trading periods following public disclosures to minimize risks of improper trading. |
Director Compensation
| ● | Training and Compliance: Annual training is provided to covered individuals, and compliance is monitored by the Audit Committee, which receives regular reports on policy adherence. |
Director Compensation
| ● | Prohibited Activities: The policy prohibits hedging, pledging, or short-selling BNAI securities to align interests with shareholders. |
Director Compensation
The Audit Committee oversees the implementation and enforcement of the policy, ensuring robust controls to mitigate compliance risks, particularly in light of ongoing litigation and strategic initiatives. This structure supports the Board’s commitment to transparency and accountability, as outlined in our risk oversight framework. Non-Employee Director Compensation Table. The following table provides information for the year ended December 31, 2024 regarding all compensation awarded to or earned by each person who served as a non-employee director for some portion or all of 2024.
Non-Employee Director Compensation – 2024
Non-Employee Director Compensation – 2024
Non-Employee Director Compensation – 2024
| Name | Fees earned or paid in cash ($) | Stock awards ($)(1)(2)(3) | Total ($) | | Janine Grasso* | - | $113,967 | $113,967 | | Richard Isaacs | - | $92,269 | $92,269 | | Jon Leibowitz | - | $116,278 | $116,278 | | Christopher Gaertner** | - | $120,899 | $120,899 | | Thomas Morgan, Jr. | - | $107,036 | $107,036 | | Bernard Puckett | - | $97,794 | $97,794 |
Non-Employee Director Compensation – 2024
* Janine Grasso resigned from the Board in September 2025 ** Christopher Gaertner resigned from the Board in September 2025
Non-Employee Director Compensation – 2024
| (1) In accordance with SEC rules, this column represents the aggregate grant date fair value of shares underlying stock awards, calculated based on the closing price of our common stock on the date of grant in accordance with ASC 718, with the exception that the amounts shown assumes no forfeitures. The assumptions made in computing the estimated fair value of such awards are disclosed in Note B of the Company’s audited consolidated financial statements included in our annual report on Form 10-K. | | (2) Includes an initial grant of 10,000 shares of restricted stock in connection with the closing of the Business Combination, based on a closing price of the Company’s Common Stock of $7.70. | | (3) Includes restricted stock granted pursuant to the 2024 Director Compensation Policy on January 2, 2025, based on a closing price of the Company’s Common Stock of $1.07, for service on the Board in fiscal year 2024. |
Non-Employee Director Compensation – 2024
OUR BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” THE ELECTION OF EACH OF THE CLASS I DIRECTOR NOMINEES LISTED HEREIN.
Summary Compensation Table
Summary Compensation Table
Summary Compensation Table
| Name and Principal Position | Fiscal Year | Salary ($) | Bonus ($) | Stock Awards ($)(1) | Option Awards ($)(2) | All Other Compensation ($) | Total ($) | | Paul Chang | 2024 | 420,000 | 250,250(4) | 750,000(5) | - | - | 1,420,250 | | Chief Executive Officer(3) | 2023 | 275,817 | - | - | - | - | 275,817 | | Michael Zacharski | 2024 | 345,865 | 294,423(7) | - | - | 91,667(8)(9) | 731,995 | | former Chief Executive Officer(6) | 2023 | 206,250 | 550,000 | - | 2,376,322(10) | 176,000(11) | 3,308,572 | | Bill Williams | 2024 | 458,334 | 150,000(13) | - | - | - | 608,334 | | former Chief Financial Officer(12) | 2023 | 125,000 | 250,000(14) | - | 1,217,169(15) | - | 1,592,169 | | James Richard Howard | 2024 | 350,000 | 150,250 | - | - | - | 500,250 | | Chief Information and Data Officer(16) | 2023 | 43,750 | - | - | - | - | 43,750 | | Tyler Luck | 2024 | 167,160 | 100,000(17) | 12,840(18) | - | 24,786(19) | 304,786 | | Chief Product Officer and former principal executive officer | 2023 | 117,774 | - | - | - | - | 117,774 |
Summary Compensation Table
| (1) The amounts reported in this column do not reflect the actual economic value realized by our named ex-ecutive officers. In accordance with SEC rules, this column represents the aggregate grant-date fair val-ue of shares underlying stock awards, calculated based on the closing price of our common stock on the date of grant in accordance with ASC 718, with the exception that the amounts shown assume no forfei-tures.. | | (2) The amounts reported under “Option Awards” are the estimated grant-date fair value of stock options granted during the fiscal years ended December 31, 2023 and 2024, with such amounts as determined under ASC 718, Compensation – Stock Compensation (“ASC 718”), with respect to accounting for stock-based compensation expense. Such estimated fair value amounts do not necessarily correspond to the potential actual value realized of such awards. The assumptions made in computing the estimated fair value of such awards are disclosed in Note B of the Company’s audited consolidated financial state-ments included elsewhere in our annual report on Form 10-K. | | (3) Effective May 7, 2023, Mr. Chang was hired as Global President of the Company, and on May 28, 2024, Mr. Chang was appointed Co-Chief Executive Officer. On August 22, 2024, Mr. Chang was appointed as Chief Executive Officer of the Company and later succeeded in this role on July 14, 2025. | | (4) Includes a $250,000 cash bonus earned in connection with the closing of the Business Combination. |
Summary Compensation Table
| (5) Consists of shares of Common Stock granted to Mr. Chang pursuant to the conversion of a portion of his cash bonus earned in connection with the closing of the Business Combination to Common Stock on May 13, 2024 at a price per share of $1.41. | | (6) Mr. Zacharski’s 2024 salary reflects proration through his termination on August 16, 2024. | | (7) Represents 2023 performance bonus of $550,000 earned in fiscal 2023 and paid in 2024. | | (8) Includes a cash bonus earned in connection with the closing of the Business Combination. | | (9) All Other Compensation consists of: $72,922 in severance (two months’ base salary, per Separation Agreement), $44,423 in accrued and unused PTO. | | (10) Reflects fully vested stock options issued to Mr. Zacharski pursuant to the 2021 Equity Incentive Plan for the acquisition of 5,000,000 shares of Common Stock. | | (11) Consists of $176,000 in consulting payments paid to M2M5 Consulting LLC, of which Mr. Zacharski is the sole owner, for services performed to advise and design a strategy for the Company. | | (12) On October 1, 2023, Mr. Williams was hired as Chief Financial Officer of the Company. Mr. Williams resigned from his role, effective December 1, 2024. | | (13) The $750,000 Stock Awards reported in the Form 10-K were not granted and have been removed. No such awards are documented in employment agreements, equity plans, or SEC filings (e.g., 8-Ks dated May 20, 2024 and July 5, 2024). This adjustment is immaterial to the Company’s financial statements (net operating loss of approximately $30 million), as confirmed by the Company’s independent auditors. | | (14) Consists of a $250,000 annual cash bonus. | | (15) Reflects stock options issued to Mr. Williams pursuant to the 2021 Equity Incentive Plan for the acquisi-tion of 1,000,000 shares of Common Stock vesting in 36 equal monthly increments beginning on No-vember 26, 2024 through October 26, 2027. | | (16) Mr. Howard was hired November 1, 2023. 2023 salary of $43,750 was inadvertently omitted from the Form 10-K and is corrected herein. This item is immaterial to the financial statements. | | (17) Consists of a $100,000 cash bonus earned in connection with the closing of the Business Combination. | | (18) Represents $12,840 of 2024 salary elected to be paid in restricted stock units, valued at grant-date fair market value. | | (19) Consists of $24,786 received as a housing allowance. |
Outstanding Equity Awards At 2024 Fiscal Year End
Outstanding Equity Awards At 2024 Fiscal Year End The following table lists the outstanding equity awards held by the named executive officers as of December 31, 2024.
Outstanding Equity Awards At 2024 Fiscal Year End
| | OPTION AWARDS | | | | | Name | Number of securities underlying unexercised options exercisable | Number of securities underlying unexercised options unexercisable | Option exercise price | Option expiration date | | Paul Chang | - | - | $- | - | | James Richard Howard | - | - | $- | - | | Tyler Luck | - | - | $- | - | | Bill Williams | 7,502(2) | 7,502 | $8.11 | March 1, 2025(3) | | Michael Zacharski | 337,625(1) | 337,625 | $3.7 | August 16, 2027 |
Outstanding Equity Awards At 2024 Fiscal Year End
| (1) Consists of fully vested stock options issued to Mr. Zacharski pursuant to the 2021 Equity Incentive Plan. | | (2) Consists of options that vested on November 26, 2024. | | (3) Mr. Williams resigned from his role as Chief Financial Officer, effective December 1, 2024. Mr. Williams stock option award agreement provides that his options expire three months after the termination of his continuous service with the Company. |