Fathom Holdings Inc. Files 10-K/A Amendment

TL;DR

Fathom Holdings (FTHM) filed a 10-K/A amendment for FY23. Check for updates.

AI Summary

Fathom Holdings Inc. filed an amendment (Amendment No. 2) to its annual report on Form 10-K for the fiscal year ended December 31, 2023. The filing, dated July 2, 2024, provides updated information for the company, which is incorporated in North Carolina and operates in the real estate agents & managers sector.

Why It Matters

This amendment to Fathom Holdings Inc.'s annual report indicates updates or corrections to their financial and operational disclosures for the 2023 fiscal year, which could impact investor understanding of the company's performance and position.

Risk Assessment

Risk Level: medium — Amendments to SEC filings can indicate material changes or corrections, requiring investors to re-evaluate the company's disclosures.

Key Numbers

• 20231231 — Fiscal Year End (The period covered by the annual report.)
• 20240702 — Filing Date (The date the amendment was submitted to the SEC.)

Key Players & Entities

• Fathom Holdings Inc. (company) — Registrant
• 2000 Regency Parkway Drive, Suite 300, Cary, North Carolina 27518 (location) — Principal executive offices and mailing address
• North Carolina (location) — State of incorporation
• 82-1518164 (identifier) — IRS Employer Identification No.
• 001-39412 (identifier) — Commission File Number

FAQ

Key Financial Figures

• $7.14 — ed on the registrant's closing price of $7.14 as quoted on the NASDAQ Capital Market
• $500,000 — ntarily reduced his base cash salary of $500,000 from January through mid-July and for N
• $13,852 — pectively. (5) During 2023, includes $13,852 in medical insurance premiums and $612
• $612 — 3,852 in medical insurance premiums and $612 attributable to use of a Company automo
• $15,900 — mpany automobile. During 2022, includes $15,900 attributable to an automobile allowance
• $275,000 — ntarily reduced her base cash salary of $275,000 from January through mid-May and from m
• $13,488 — pensation. (8) During 2023, includes $13,488 attributable to an automobile allowance
• $14,027 — surance premiums. During 2022, includes $14,027 attributable to an automobile allowance
• $18,000 — surance premiums. During 2022, includes $18,000 attributable to an automobile allowance
• $3.59 — ull on January 1, 2025. (2) Based on $3.59 per share which was the closing price o
• $50,000 — director received an annual retainer of$50,000 per year in cash compensation, as well
• $100,000 — r year in cash compensation, as well as $100,000 in one-year time-vesting restricted sto
• $85,000 — r the independent Chair of the Board of $85,000 effective in November 2023. Compensati
• $15,000 — r 2023. Compensation Committee Chair $15,000 per year in cash, paid quarterly Audit
• $30,000 — paid quarterly Audit Committee Chair $30,000 per year in cash, paid quarterly Nomin

Filing Documents

• tm2418208d4_10ka.htm (10-K/A) — 178KB
• tm2418208d4_ex31-2.htm (EX-31.2) — 3KB
• 0001104659-24-077111.txt ( ) — 412KB
• fthm-20231231.xsd (EX-101.SCH) — 3KB
• fthm-20231231_lab.xml (EX-101.LAB) — 36KB
• fthm-20231231_pre.xml (EX-101.PRE) — 24KB
• tm2418208d4_10ka_htm.xml (XML) — 7KB

Executive

Item 11. Executive Compensation 1 PART IV 6

Exhibits

Item 15. Exhibits and Financial Statement Schedules 6 ii PART III

Executive Compensation

Item 11. Executive Compensation. Summary Compensation Table The following table shows for the fiscal years ended December 31, 2023 and 2022, compensation awarded to, or earned by, anyone serving as principal executive officer during the most recently completed fiscal year and our next two most highly compensated executive officers who were serving as executive officers during the year ended December 31, 2023 (the "Named Executive Officers"). Our Named Executive Officers for these purposes were: Marco Fregenal, Chief Executive Officer (from November 2023), Chief Financial Officer, and President; Samantha Giuggio, Chief Broker Operations Officer; and Joshua Harley, Chairman and Chief Executive Officer, until his resignation from those roles effective in November 2023. Name and Principal Position Year Salary (1) Cash Bonus Stock Awards (2) All Other Compensation Total Marco Fregenal 2023 $ 264,615 (3) $ - (4) $ 943,250 (3)(4) $ 14,464 (5) $ 1,222,329 Chief Executive Officer, Chief Financial Officer and Principal Executive Officer and Principal Financial Officer 2022 $ 383,846 (3) $ - (4) $ 1,027,777 (3)(4) $ 15,900 (5) $ 1,411,623 Samantha Giuggio 2023 $ 260,087 (6) $ - $ 25,451 (6)(7) $ 27,340 (8) $ 312,878 Chief Broker Operations Officer 2022 $ 265,481 (6) $ - $ 219,227 (6)(7) $ 14,027 (8) $ 498,735 Joshua Harley 2023 $ 500,000 $ - $ 1,212,750 $ 13,852 (9) $ 1,726,602 Former Chief Executive Officer, Principal Executive Officer 2022 $ 500,000 $ 442,000 $ 1,000,007 $ 18,000 (9) $ 1,960,007 (1) Reflects base salary earned during the fiscal year covered. (2) Represents the aggregate grant date fair value of restricted stock awards and restricted stock unit awards computed in accordance with ASC 718, Compensation — Stock Compensation. (3) During 2023, Mr. Fregenal voluntarily reduced his base cash salary of $500,000 from January through mid-July and for November and December and elected to r

Exhibits and Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules. (a) The following documents are filed as part of this report: (1) Financial Statements The financial statements and report of the independent registered public accounting firm are filed as part of this Report (see "Index to Consolidated Financial Statements" at Item 8). (2) Financial Statement Schedules The financial statements schedules are omitted because they are not applicable, or the required information is shown in the consolidated financial statements or notes thereto. (b) Exhibits Incorporated by Reference (Unless Otherwise Indicated) Exhibit Number Exhibit Title Form File Exhibit Filing Date 2.1 Stock Purchase Agreement, dated November 4, 2020, by and among Fathom Holdings Inc., Verus Title Inc., and the sellers named therein.* 8-K — 2.1 November 5, 2020 2.2 Agreement and Plan of Merger, dated April 7, 2021, by and among Fathom Holdings Inc., Fathom Merger Sub C, Inc., LiveBy, Inc., the stockholders of LiveBy part hereto and Cory Scott, as stockholder representative. * 8-K — 2.1 April 9, 2021 2.3 Agreement and Plan of Merger, dated April 13, 2021, by and among Fathom Holdings Inc., Fathom Merger Sub A, Inc., Fathom Merger Sub B, LLC, E4:9 Holdings, Inc., the stockholders named therein and Paul S. Marsh, as stockholder representative. * 8-K — 2.1 April 14, 2021 3.1 Restated Articles of Incorporation of Fathom Holdings Inc. S-1 333-235972 3.1 January 17, 2020 3.1.1 Articles of Amendment to the Restated Articles of Incorporation of Fathom Holdings Inc., effective July 27, 2020. 8-K — 3.1 August 4, 2020 3.2 Second Amended and Restated Bylaws of Fathom Holdings Inc. S-1/A 333-235972 3.2 July 16, 2020 4.1 Underwriter Warrant issued August 4, 2020. 8-K — 4.1 August 4, 2020 4.2 Description of Securities. 10-K — 4.2 March 24, 2021 4.3 Form of Senior Secured Convertible Promissory Note 8-K —

SIGNATURES

SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. FATHOM HOLDINGS INC. Date: July 2, 2024 By: /s/ Marco Fregenal Marco Fregenal President and Chief Executive Officer (Principal Executive Officer, Principal Financial Officer, And Principal Accounting Officer) S-1

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