Verb Technology Co. Files Definitive Proxy Statement

Ticker: TONX · Form: DEF 14A · Filed: Aug 16, 2024 · CIK: 1566610

Sentiment: neutral

Topics: proxy-statement, governance, shareholder-meeting

TL;DR

VERB proxy statement filed, shareholders vote on directors & auditors.

AI Summary

Verb Technology Company, Inc. filed its definitive proxy statement on August 16, 2024, for its annual meeting. The filing details the company's governance, executive compensation, and proposals to be voted on by shareholders. Key items likely include the election of directors and ratification of independent auditors.

Why It Matters

This filing provides shareholders with crucial information to make informed voting decisions on company leadership and strategic direction.

Risk Assessment

Risk Level: medium — Proxy statements are routine filings, but the specific proposals and company performance can introduce medium-level risk depending on shareholder sentiment and outcomes.

Key Players & Entities

FAQ

What is the purpose of this DEF 14A filing?

The purpose of this DEF 14A filing is to provide shareholders with a definitive proxy statement for Verb Technology Company, Inc.'s annual meeting, detailing information for voting on company matters.

When was this filing made?

This filing was made on August 16, 2024.

What is the company's former name?

Verb Technology Company, Inc. was formerly known as nFusz, Inc. (name change 20170425), BBOOTH, INC. (name change 20141022), and Global System Designs, Inc. (name change 20130109).

What is the company's state of incorporation?

The company is incorporated in Nevada (NV).

What is the company's fiscal year end?

The company's fiscal year ends on December 31 (1231).

Filing Stats: 4,728 words · 19 min read · ~16 pages · Grade level 12.7 · Accepted 2024-08-16 17:00:13

Filing Documents

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 25 PAY VERSUS PERFORMANCE 35

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 37 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 38 2023 ANNUAL REPORT ON FORM 10-K 39 OTHER BUSINESS 39 iii VERB TECHNOLOGY COMPANY, INC. PROXY FOR THE 2024 VIRTUAL ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 26, 2024 General Information This Proxy Statement is solicited by the board of directors (our “Board”) of Verb Technology Company, Inc., a Nevada corporation (the “Company,” “Verb,” “us,” or “our”), for use at our 2024 Virtual Annual Meeting of Stockholders (the “Annual Meeting”) to be held on September 26, 2024 at 11:00 a.m. Pacific Time, or at any adjournment or postponement thereof. The Annual Meeting will be held virtually by means of remote communication and can be accessed by visiting www.virtualshareholdermeeting.com/VERB2024AM where you will be able to listen to the meeting live, submit questions and vote online. You will not be able to attend the meeting in person. The Annual Meeting is being held for the purposes described herein and in the Notice of Internet Availability of Proxy Materials you received in the mail. IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE 2024 VIRTUAL ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 26, 2024 This Proxy Statement, the enclosed proxy card, and the Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “Annual Report”) are available at www.proxyvote.com . The Annual Report, however, is not a part of the proxy solicitation material. Questions and Answers About the Annual Meeting and Voting Why did I receive a Notice of Internet Availability of Proxy Materials in the mail? Under rules adopted by the Securities and Exchange Commission (the “SEC”), we are providing access to the proxy materials for the Annual Meeting via the internet. Instead of mailing pr

Business

Business Experience Below is a brief account of the business experience of each of the director nominees and executive officers. Rory J. Cutaia, Chairperson of our Board, President, Chief Executive Officer, Treasurer and Secretary Rory J. Cutaia serves as Chairman of the Board, Chief Executive Officer, President, and Secretary of Verb Technology Company, Inc. (“VERB”). Mr. Cutaia has served in these roles since the inception and formation of VERB and its predecessor companies, including Cutaia Media Group, LLC (“CMG”) in 2012, bBooth (USA), Inc. in 2014, and VERB in 2019. Mr. Cutaia was appointed Treasurer of VERB in June 2023. In these roles, Mr. Cutaia serves as our Principal Executive Officer. Mr. Cutaia is also the Founder of our Company having founded CMG in 2012. Prior to that, from October 2006 to August 2011, Mr. Cutaia was a

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