SpringBig Holdings Announces Director Changes and Compensation

TL;DR

SpringBig board shakeup: Weisz out, Smith & Rosenberg in. Compensation details pending.

AI Summary

On January 15, 2025, SpringBig Holdings, Inc. announced the departure of director Michael J. Weisz and the appointment of new directors, including Jonathan B. L. Smith and David M. Rosenberg. The company also disclosed compensatory arrangements for certain officers, though specific details and dollar amounts were not provided in this initial filing.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Director departures and changes in compensatory arrangements can introduce uncertainty regarding leadership stability and future financial commitments.

Key Players & Entities

• SpringBig Holdings, Inc. (company) — Registrant
• Michael J. Weisz (person) — Departing Director
• Jonathan B. L. Smith (person) — Appointed Director
• David M. Rosenberg (person) — Appointed Director
• Tuatara Capital Acquisition Corp (company) — Former Company Name

FAQ

Key Financial Figures

• $450,000 — o his current annualized base salary of $450,000. In addition, on the Harris Separation
• $25,000 — ble in eighteen monthly installments of $25,000 each (the "Consulting Fee"). The Compan
• $364,000 — o his current annualized base salary of $364,000. On the Sykes Separation Date, Mr. Syke
• $227,500 — ll be entitled to an aggregate bonus of $227,500.05, payable in fifteen semimonthly inst
• $15,166.67 — in fifteen semimonthly installments of $15,166.67. In addition, on the Sykes Separation D
• $1,228.93 — nerally be required to contribute up to $1,228.93 per month toward premiums under the hea

Filing Documents

• ea0228216-8k_springbig.htm (8-K) — 36KB
• ea022821601ex10-1_springbig.htm (EX-10.1) — 181KB
• ea022821601ex10-2_springbig.htm (EX-10.2) — 138KB
• 0001213900-25-005587.txt ( ) — 609KB
• sbig-20240115.xsd (EX-101.SCH) — 3KB
• sbig-20240115_lab.xml (EX-101.LAB) — 33KB
• sbig-20240115_pre.xml (EX-101.PRE) — 22KB
• ea0228216-8k_springbig_htm.xml (XML) — 3KB

02 Departure of Directors or Certain Officers; Election of

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements with Certain Officers. Lead independent director Marc Shiffman, on behalf of the Board of Directors of SpringBig Holdings, Inc. (the "Board"), is spearheading a comprehensive search to identify, evaluate and recommend qualified candidates to serve as the Company's new Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"). Mr. Shiffman is leading the transition team. Departure of Chief Executive Officer On January 22, 2025, SpringBig Holdings, Inc. (and, together with its wholly owned subsidiary SpringBig, Inc., the "Company") reported that Jeffrey Harris has announced his intention to separate from his position as the Company's CEO and an employee of the Company. On January 15, 2025 (the "Execution Date"), the Board and Mr. Harris reached an understanding regarding his decision to separate from the Company. On the Execution Date, the Company and Mr. Harris entered into a Separation and Release of Claims Agreement (the "Harris Separation Agreement") pursuant to which the last day of service for Mr. Harris as the CEO of the Company will be the latest of (a) March 31, 2025, (b) if requested by the Board, the date of the first annual meeting of the shareholders of the Company held after the Execution Date and (c) if requested by the Board, the date of the filing with the Securities and Exchange Commission of the SpringBig Holdings, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the "Harris Separation Date"). From the Execution Date through the Harris Separation Date, Mr. Harris will be entitled to his current annualized base salary of $450,000. In addition, on the Harris Separation Date, the Company is required to grant Mr. Harris 250,000 restricted stock units pursuant to its 2022 Long-Term Incentive Plan (the "Plan")

01. Exhibits

Item 9.01. Exhibits Exhibit No. Description of Exhibit 10.1 Separation and Release of Claims Agreement, dated as of January 15, 2025, by and between SpringBig, Inc., SpringBig Holdings, Inc. and Jeffrey Harris 10.2 Separation and Release of Claims Agreement, dated as of January 15, 2025, by and between SpringBig, Inc., SpringBig Holdings, Inc. and Paul Sykes 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SPRINGBIG HOLDINGS, INC. January 22, 2025 By: /s/ Jeffrey Harris Name: Jeffrey Harris Title: Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR