Veritone 8-K: Leadership & Compensation Changes Reported

TL;DR

**Veritone just filed an 8-K about executive changes and pay, watch for strategic shifts.**

AI Summary

Veritone, Inc. filed an 8-K on January 23, 2024, reporting on the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements for officers. This filing indicates potential changes in the company's leadership and executive compensation structure. For investors, these changes could signal a shift in strategic direction or operational focus, which might impact future performance and stock valuation.

Why It Matters

Changes in executive leadership and compensation can significantly influence a company's strategic direction, operational efficiency, and ultimately, its stock performance.

Risk Assessment

Risk Level: medium — Changes in leadership can introduce uncertainty, but also opportunities for new strategies, making the risk level moderate.

Analyst Insight

A smart investor would monitor Veritone's subsequent filings or press releases for specific details on the executive changes and compensation arrangements, as these will provide clarity on the company's future direction and potential impact on its stock.

Key Numbers

• 001-38093 — SEC File Number (Identifies Veritone's registration with the SEC)
• 888-507-1737 — Business Phone Number (Contact information for Veritone, Inc.)
• $0.001 — par value per share (Par value of Veritone's Common Stock)

Key Players & Entities

• Veritone, Inc. (company) — the registrant filing the 8-K
• Nasdaq Stock Market LLC (company) — the exchange where Veritone's common stock is registered
• 001-38093 (dollar_amount) — Commission File Number
• 47-1161641 (dollar_amount) — IRS Employer Identification No.
• January 23, 2024 (date) — Date of earliest event reported and filing date

Forward-Looking Statements

• Veritone will announce specific executive appointments or departures and compensation details in a subsequent filing or press release. (Veritone, Inc.) — high confidence, target: Q1 2024

FAQ

Key Financial Figures

• $0.001 — ich registered Common Stock, par value $0.001 per share VERI The Nasdaq Stock Mar
• $1.0 million — any will pay to Steel Holdings, LLC (i) $1.0 million in cash on July 1, 2024 and (ii) $50,00
• $50,000 — illion in cash on July 1, 2024 and (ii) $50,000 per month in cash for the period from J

Filing Documents

• d609930d8k.htm (8-K) — 29KB
• d609930dex101.htm (EX-10.1) — 53KB
• 0001193125-24-012969.txt ( ) — 219KB
• veri-20240123.xsd (EX-101.SCH) — 3KB
• veri-20240123_lab.xml (EX-101.LAB) — 18KB
• veri-20240123_pre.xml (EX-101.PRE) — 11KB
• d609930d8k_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. Veritone, Inc. (the "Company") previously entered into an independent contractor services agreement (the "Original Consulting Agreement") with Steel Holdings, LLC that became effective on January 1, 2023. Steel Holdings, LLC is an entity affiliated with Chad Steelberg, the Company's Chairman of the Board of Directors and former Chief Executive Officer. Pursuant to the Original Consulting Agreement, the Company retained Mr. Steelberg's services as a consultant to the Company. On January 23, 2024, the Company entered into an amended and restated independent contractor services agreement with Steel Holdings, LLC (the "Amended Consulting Agreement"), which supersedes and replaces the Original Consulting Agreement. Pursuant to the Amended Consulting Agreement, Mr. Steelberg will provide technical advisory services related to the Company's software, software architecture and technology strategy as requested by the Company's Chief Executive Officer until December 31, 2025, the termination date of the Amended Consulting Agreement. In consideration for such services, the Company will pay to Steel Holdings, LLC (i) $1.0 million in cash on July 1, 2024 and (ii) $50,000 per month in cash for the period from January 2024 through December 2025. The Company will reimburse Steel Holdings, LLC for reasonable and documented expenses incurred in connection with providing the services in accordance with Company's standard Travel and Expense policies. The Amended Consulting Agreement may be terminated by either party with 90 days' notice. If the Company terminates the Amended Consulting Agreement for any reason other than Steel Holdings, LLC's material breach, then any remaining compensation payments under the Amended Consulting Agreement will become due and payable. In the event of a Change in Control (as defined in the Co

01

Item 8.01 Other Events. The Board of Directors of the Company appointed Ryan Steelberg, the Company's Chief Executive Officer, as Chairman of the Board of Directors of the Company, effective as of January 22, 2024. Chad Steelberg, the former Chairman of the Board of Directors of the Company, will continue to serve as a member of the Board of Directors of the Company.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. EXHIBIT NO. DESCRIPTION 10.1 Amended and Restated Independent Contractor Services Agreement, dated January 23, 2024, between Veritone, Inc. and Steel Holdings, LLC. 104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101). The Company has omitted portions of the referenced exhibit pursuant to Item 601(b) of Regulation S-K because it (a) is not material and (b) is the type of information that the Company both customarily and actually treats as private and confidential.

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. Veritone, Inc. Date: January 23, 2024 By: /s/ Michael L. Zemetra Michael L. Zemetra Executive Vice President, Chief Financial Officer and Treasurer

View Full Filing

View this 8-K filing on SEC EDGAR