Creative Realities, Inc. Files Amendment to Annual Report

TL;DR

<b>Creative Realities, Inc. (CREX) has filed an amendment to its 2023 annual report on Form 10-K/A.</b>

AI Summary

CREATIVE REALITIES, INC. (CREX) filed a Amended Annual Report (10-K/A) with the SEC on April 26, 2024. Creative Realities, Inc. (CREX) filed a 10-K/A amendment on April 26, 2024. The amendment pertains to the fiscal year ended December 31, 2023. The company's principal executive offices are located at 13100 Magisterial Drive, Suite 100, Louisville, KY 40223. CREX's common stock is traded on The Nasdaq Stock Market LLC under the symbol CREX. The filing indicates the company is not a well-known seasoned issuer and is not required to file reports under Section 13 or 15(d) for shorter periods.

Why It Matters

For investors and stakeholders tracking CREATIVE REALITIES, INC., this filing contains several important signals. This amendment provides updated information for the fiscal year ending December 31, 2023, which is crucial for investors to have the most current financial and operational details. The filing confirms CREX's listing on the Nasdaq and its principal business address, offering clarity on the company's structure and market presence.

Risk Assessment

Risk Level: low — CREATIVE REALITIES, INC. shows low risk based on this filing. The filing is an amendment to a previous report, suggesting potential corrections or additions rather than new material events, thus posing a low immediate risk.

Analyst Insight

Investors should review the specific amendments in the 10-K/A filing to understand any changes from the original 10-K report.

Key Numbers

• 2023-12-31 — Fiscal Year End (The period covered by the amended annual report.)
• 2024-04-26 — Filing Date (Date the amendment was filed with the SEC.)
• 001-33169 — Commission File Number (SEC identifier for the company.)

Key Players & Entities

• CREATIVE REALITIES, INC. (company) — Registrant name
• CREX (company) — Trading symbol
• 13100 MAGISTERIAL DRIVE, SUITE 100, LOUISVILLE, KY 40223 (company) — Business address
• The Nasdaq Stock Market LLC (company) — Exchange where common stock is registered
• 2024-04-26 (date) — Filing date
• 2023-12-31 (date) — Fiscal year end

FAQ

Industry Context

Creative Realities, Inc. operates in the computer integrated systems design industry, providing digital signage and immersive experience solutions.

Regulatory Implications

The company is subject to standard SEC reporting requirements for publicly traded companies, including the filing of annual reports (10-K) and amendments (10-K/A).

What Investors Should Do

1. Review the specific changes and additions made in the 10-K/A filing compared to the original 10-K.
2. Verify the accuracy of financial and operational data presented in the amended filing.
3. Assess the impact of any disclosed amendments on the company's financial health and future outlook.

Key Dates

• 2024-04-26: Filing of 10-K/A — Amendment to the annual report for the fiscal year ended December 31, 2023.
• 2023-12-31: Fiscal Year End — The reporting period for the annual report.

Year-Over-Year Comparison

This is an amendment (10-K/A) to the previously filed annual report for the fiscal year ended December 31, 2023.

Key Financial Figures

• $0.01 — registered Common Stock, par value $0.01 per share CREX The Nasdaq Stock Mar
• $100 million — s at Pomeroy during his time there from $100 million to $700 million. Mr. Mills was also a f
• $700 million — ing his time there from $100 million to $700 million. Mr. Mills was also a founder of Strate
• $450,000 — Reflect Systems, Inc. (the "Merger") to $450,000 and $350,000 annually, respectively. Th
• $350,000 — ms, Inc. (the "Merger") to $450,000 and $350,000 annually, respectively. The Merger clos
• $431,544 — Mr. Mills and Mr. Logan during 2022 of $431,544, and $334,462, respectively. (c) Mr.
• $334,462 — Mr. Logan during 2022 of $431,544, and $334,462, respectively. (c) Mr. Logan and the
• $75,000 — 021. The employment agreement awarded a $75,000 cash bonus upon the closing of the Merg
• $3.00 — he exercise price of the New Options is $3.00 per share, which exceeds the closing pr
• $0.63 — ptions on the grant date varied between $0.63 and $1.11 per award as determined using
• $1.11 — the grant date varied between $0.63 and $1.11 per award as determined using the Monte
• $330,000 — es for an initial annual base salary of $330,000 subject to annual increases but general

Filing Documents

• crex20231231_10ka.htm (10-K/A) — 443KB
• ex_658179.htm (EX-31.3) — 5KB
• ex_658180.htm (EX-31.4) — 5KB
• chart01.jpg (GRAPHIC) — 64KB
• chart02.jpg (GRAPHIC) — 63KB
• crexlogonew.jpg (GRAPHIC) — 7KB
• 0001437749-24-013443.txt (&nbsp;) — 1028KB
• crex-20231231.xsd (EX-101.SCH) — 3KB
• crex-20231231_def.xml (EX-101.DEF) — 16KB
• crex-20231231_lab.xml (EX-101.LAB) — 22KB
• crex-20231231_pre.xml (EX-101.PRE) — 17KB
• crex20231231_10ka_htm.xml (XML) — 8KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 5 ITEM 12

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 13 ITEM 13 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 16 ITEM 14 PRINCIPAL ACCOUNTANT FEES AND SERVICES 18 PART IV ITEM 15 EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 19 ITEM 16 FORM 10-K SUMMARY 19 EXHIBIT INDEX 20

SIGNATURES

SIGNATURES 21 i Table of Contents PART III

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 10 DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Our Board of Directors consists of Richard Mills (Chairman and CEO), David Bell, Donald Harris, and Stephen Nesbit. The following table sets forth the name, age and position of each of our current directors and executive officers. Name Age Positions David Bell 80 Director Donald A. Harris 71 Director Richard Mills 68 Chief Executive Officer and Director Stephen Nesbit 73 Director Will Logan 40 Chief Financial Officer The biographies of the above-identified individuals are set forth below: David Bell joined our Board of Directors in August 2014 in connection with our acquisition of Creative Realities, LLC. Mr. Bell brings over 40 years of advertising and marketing industry experience to the Board, including serving as CEO of three of the largest companies in the industry — Bozell Worldwide, True North Communications and The Interpublic Group of Companies, Inc. Mr. Bell has previously led Slipstream Communications, LLC which is an international company providing strategic branding, digital marketing, and public relations services and served as a Senior Advisor to Google Inc. from 2006 to 2009. Mr. Bell previously served as an Operating Advisor at Pegasus Capital Advisors. He was a Senior Advisor to AOL from 2008 to 2016 and has also served on the boards of multiple publicly traded companies, including Lighting Science Group Corporation and Point Blank Solutions, Inc., and Primedia, Inc., and served as President and CEO of The Interpublic Group of Companies Inc. from 2003 to 2005. Mr. Bell served as an independent director on the Board of Directors of Time, Inc. from June 2014 to January 2018. Donald A. Harris was appointed to our Board of Directors in August 2014 in connection with our acquisition of Broadcast International, Inc. He has been President of 1162 Management, and the General Partner of 5 Star Partnership, a private equity firm, since June 2006. Mr. Harris has been Pre

EXECUTIVE COMPENSATION

ITEM 11 EXECUTIVE COMPENSATION

Executive Compensation

Executive Compensation Summary Compensation Table The following table sets forth information concerning the compensation of our named executive officers for 2023 and 2022 (table and footnotes in whole dollars) : Non-Equity Stock Option Incentive Plan All Other Salary Bonus Awards Awards Compensation Compensation Total Name and Principal Position(a) Years ($)(b) ($)(c) ($) ($)(d) ($)(e) ($) ($) Richard Mills 2023 450,000 — — — — — 450,000 Chief Executive Officer and Director 2022 431,544 — — 253,119 112,500 — 797,163 Will Logan 2023 350,000 — — — — — 350,000 Chief Financial Officer 2022 334,462 75,000 — 151,872 52,500 — 613,834 (a) Mr. Mills joined the Company effective October 15, 2015. Mr. Logan joined the Company effective November 6, 2017. (b) Effective November 12, 2021, Mr. Mills and Mr. Logan's employment agreements were amended to provide that their annual base salaries adjusted automatically upon the closing of the Company's acquisition of Reflect Systems, Inc. (the "Merger") to $450,000 and $350,000 annually, respectively. The Merger closed on February 17, 2022 resulting in actual salaries for Mr. Mills and Mr. Logan during 2022 of $431,544, and $334,462, respectively. (c) Mr. Logan and the Company entered into an employment agreement on November 12, 2021. The employment agreement awarded a $75,000 cash bonus upon the closing of the Merger. (d) On June 15, 2022, Messrs. Mills and Logan received ten-year options to purchase 333,334 and 200,000 shares of common stock, respectively (the "New Options"). The New Options are eligible to vest at any time on or prior to February 17, 2025 if the trailing 10-trading day volume-weighted average price ("VWAP") of the Company's common stock, as reported on the Nasdaq Capital Market, exceeds the share price targets below, subject to such executive serving the Company as a director, officer, employee or consultant at such time. Guara

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View this 10-K/A filing on SEC EDGAR