ISG Announces Board and Officer Changes
Ticker: III · Form: 8-K · Filed: Jan 3, 2025 · CIK: 1371489
Sentiment: neutral
Topics: management-change, board-of-directors, executive-compensation
TL;DR
ISG shakes up its board and exec team, effective Jan 1, 2025.
AI Summary
Information Services Group, Inc. (Information Services Group) announced on January 1, 2025, changes in its board of directors and executive officers. The filing details the departure of certain directors and officers, the election of new directors, and the appointment of new officers, alongside updates to compensatory arrangements for key personnel.
Why It Matters
Changes in leadership and executive compensation can signal shifts in company strategy or financial priorities, impacting investor confidence and future performance.
Risk Assessment
Risk Level: medium — Changes in board and executive leadership can introduce uncertainty regarding future strategy and operational direction.
Key Players & Entities
- Information Services Group, Inc. (company) — Registrant
- January 1, 2025 (date) — Effective date of changes
- Delaware (jurisdiction) — State of incorporation
- 203-517-3100 (phone_number) — Registrant's telephone number
FAQ
What specific roles have been affected by these changes?
The filing indicates changes related to the departure of directors and certain officers, the election of new directors, and the appointment of certain officers.
Are there any specific names of departing or newly appointed individuals mentioned?
This specific 8-K filing does not list the names of the departing or newly appointed individuals, but it does state that these changes are effective January 1, 2025.
What is the effective date of these board and officer changes?
The earliest event reported, and thus the effective date for these changes, is January 1, 2025.
What are the main items covered in this 8-K filing?
This filing covers the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers, as well as financial statements and exhibits.
Where is Information Services Group, Inc. headquartered?
Information Services Group, Inc. is headquartered at 2187 Atlantic Street, Stamford, CT 06902.
Filing Stats: 718 words · 3 min read · ~2 pages · Grade level 11 · Accepted 2025-01-03 16:40:46
Key Financial Figures
- $0.001 — ch registered Shares of Common Stock, $0.001 par value III The Nasdaq Stock Marke
- $350,000 — ted to Mr. Connors, on January 2, 2025, $350,000 face value of restricted stock units (b
- $500,000 — ll pay a cash payment to Mr. Connors of $500,000 if the Company's reported Adjusted EBIT
Filing Documents
- tm2432177d1_8k.htm (8-K) — 26KB
- tm2432177d1_ex10-1.htm (EX-10.1) — 14KB
- 0001104659-25-000835.txt ( ) — 212KB
- iii-20250101.xsd (EX-101.SCH) — 3KB
- iii-20250101_lab.xml (EX-101.LAB) — 33KB
- iii-20250101_pre.xml (EX-101.PRE) — 22KB
- tm2432177d1_8k_htm.xml (XML) — 3KB
02
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors;Appointment of Certain Officers; Compensatory Arrangements of Certain Officers . On January 1, 2025, Information Services Group, Inc. (the "Company") and Michael P. Connors, Chairman and Chief Executive Officer of the Company, entered into Amendment No. 4 (the "Amendment") to the Employment Agreement of Mr. Connors originally made and entered into as of December 16, 2011 (as amended prior to the entering into of the Amendment, the "Employment Agreement"). The Amendment extends the term of the Employment Agreement, which currently terminates on the close of business on December 31, 2025, for an additional four years until December 31, 2029 (the "Additional Term"). As consideration for the Additional Term, the Company (i) granted to Mr. Connors, on January 2, 2025, $350,000 face value of restricted stock units (based on the closing sales price of the Company's common stock on January 2, 2025), which will vest if, prior to December 31, 2027, the average of the closing sales price of the Company's common stock over any 45-day period is at least 20% higher than the closing sales price of the Company's common stock on December 31, 2024 and (ii) will pay a cash payment to Mr. Connors of $500,000 if the Company's reported Adjusted EBITDA (as reported in the Company's periodic filings with the Securities and Exchange Commission) for the fiscal year ended December 31, 2025, 2026 or 2027 is at least 50% greater than the Company's reported Adjusted EBITDA for the fiscal year ended December 31, 2024 (provided that (A) if this performance threshold is satisfied, the payment would be made on or about March 31 of the following year and (B) if this performance threshold is not satisfied by December 31, 2027, no cash payment shall be made). The foregoing summary of the Amendment does not purport to be complete, and is qualified in its entirety by, the full text of the Amendment, which is filed as Exhibit
FINANCIAL STATEMENTS AND EXHIBITS
FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. Exhibit Number Description 10.1 Amendment No. 4, dated January 1, 2025, to the Employment Agreement for Michael P. Connors. 104 Cover Page Interactive Data File (embedded within the Inline XRL document).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 3, 2025 INFORMATION SERVICES GROUP, INC. By: /s/ Michael P. Connors Michael P. Connors Chairman and Chief Executive Officer