authID Inc. appointed new CEO

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On March 6, 2023, Mr. Thimot tendered his resignation as Chief Executive Officer to the Company, effective upon the earlier of the appointment of his successor and April 3, 2023. The Company is currently in negotiations with a candidate to be appointed as Chief Executive Officer, but no agreement has been reached regarding such appointment at this time.


Before the A&R Facility Agreement was entered into, Mr. Thimot, Phillip L. Kumnick, Philip R. Broenniman, Michael A. Gorriz and Neepa Patel (the "Retiring Directors") tendered their resignations from the Board of Directors of the Company, to be held in escrow until the Initial Funding. The Company thanks the Retiring Directors for their dedicated service to the Company.


On March 9, 2023, the Board of Directors appointed Joseph Trelin to the Company's Compensation and Audit Committees.


Pursuant to the Nomination Right under the A&R Facility Agreement, Mr. Garchik nominated Rhon Daguro, Ken Jisser, Michael Thompson and Thomas Szoke for appointment to the Board of Directors. On March 9, 2023, the Board of Directors appointed Messrs. Daguro, Jisser, Thompson and Szoke as additional directors of the Company (the "Additional Directors") and reduced the size of the Board of Directors from 8 directors to 7 directors, with effect from the resignations of the Retiring Directors. Under the terms of the A&R Facility Agreement, the Nomination Right expired upon the appointment of the four (4) Additional Directors to the Board of Directors.


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Rhon Daguro


Mr. Daguro has over 20 years of sales, marketing, technology, and venture capital experience. He has built multiple profitable software and professional services firms. Most recently, from 2018 to 2022, he served as the Chief Revenue Officer of Socure Inc. Prior to that, Mr. Daguro held various executive sales positions with Persistent Systems, Hortonworks, and Oracle.


Ken Jisser


Mr. Jisser is the Founder & CEO of The Pipeline Group, Inc., a technology-enabled services company that aims to deliver business results for companies looking to build predictable and profitable pipeline. Mr. Jisser founded the company in his garage in 2017, and it reached #415 among the fastest growing private companies in America, according to Inc. Magazine rankings published in 2021. Prior to that, Mr. Jisser served as GTM Advisor at Druva Inc., where he rebuilt the global inside sales team.


Thomas R. Szoke


Mr. Szoke has over 25 years of engineering, global sales, and operations management experience. He is a founder of the Company and has served as a director and in various other senior roles until 2021. Prior to founding the Company, he served as Chief Operating Officer of Innovation In Motion Inc., now a subsidiary of the Company. Mr. Szoke is also the inventor of IIM Global Corps HDR Intelligent Accessory product lines and has held various sales and management positions with Motorola, Inc. for over 20 years. Since 2021, he has been an independent consultant for the Company and others.


Michael Thompson


Mr. Thompson has over 38 years of domestic and international experience in publicly traded and private equity backed consumer and commercial businesses. Since 2022, Mr. Thompson has been a partner at Hemingway Capital, an operationally focused private equity firm. Previously, he served as Chief Executive Officer for companies in the bedding (Corsicana Mattress from 2018 to 2022), polyurethane foam and pet products industries and was an operating executive for two leading middle-market private equity firms. Mr. Thompson has also held executive positions with Rubbermaid Commercial Products, Merillat Industries, a division of Masco Corporation, and Black+Decker, and began his career with Sunbeam Appliance Company.


The Board of Directors has determined that Messrs. Daguro and Thompson are independent directors under applicable Nasdaq rules.


Mr. Jisser is the Founder and Chief Executive Officer of The Pipeline Group, Inc. ("TPG"), a technology-enabled services company that assists companies with pipeline generation. Because the Company was billed approximately $360,000 in 2021, $960,000 in 2022 and $52,000 to date in 2023 as a customer of TPG and is currently contracted to pay TPG $10,000 per month for up to 12 months (terminable upon notice at any time at the end of a month), Mr. Jisser is not an independent director under applicable Nasdaq rules.


Mr. Szoke, a co-founder of the Company, previously served as Chief Solutions Architect of the Company from 2019 to 2021 and Chief Technology Officer and Chief Operating Officer of the Company from 2016 to 2018 and solely in 2018, respectively, and so is not an independent director under applicable Nasdaq rules. Additionally, Mr. Szoke was formerly a director of the Company from 2013 to 2021.


In addition to the Company's standard cash compensation for directors, each Additional Director will be granted 100,000 share options in the Company, vesting over three years on the date of each annual meeting of the shareholders of the Company. The options will be priced based on the closing price of our common stock on the third trading day after the public announcement of the transactions described in this Current Report.