Vertical Data Inc. is seeking stockholder action on director elections, governance amendments and accounting-firm ratification while reporting CEO total compensation of $252,200. Investors will vote on board composition, amended bylaws and an articles-of-incorporation amendment, alongside compensation details for senior executives and director nominees.

Key Highlights

  • CEO Deven Soni received $164,000 in salary, $58,200 in option awards and $30,000 in other compensation.
  • Christopher Creatura’s listed total compensation was $233,713, including $165,000 in salary and $68,713 in option awards.
  • Soni’s employment terms include a $180,000 annual base salary and performance compensation tied to 50% of base pay.

Vertical Data Inc. (OTC: VDTA) reported $252,200 in total compensation for Chief Executive Officer Deven Soni, including $164,000 in salary, $58,200 in option awards and $30,000 in other compensation. Stockholders are being asked to vote on director elections, accounting-firm ratification, amended bylaws, an articles-of-incorporation amendment and possible meeting adjournment.

Board Votes and Governance Proposals

The nominated directors are Deven Soni, David Hackett and Jaime Leverton, all incumbent board members. Soni serves as chairman, president and CEO, while Hackett and Leverton serve as directors. The board is seeking election of the nominees, who would serve until the next annual meeting and until successors are elected and qualified. The proposals also include ratification of the independent registered public accounting firm, approval of amended and restated bylaws, and approval of an amendment to the articles of incorporation. The materials were mailed to common-stock holders, whose shares carry a Par Value of $0.0001 per share.

Executive Pay and Employment Terms

Christopher Creatura’s reported total compensation was $233,713, comprising $165,000 in salary and $68,713 in option awards. Chris Johnson’s listed total was $75,000, all shown as salary. The materials state that $60,000 of Creatura’s salary was accrued as of the relevant reporting date. Soni’s employment agreement provides for a $120,000 base salary during its initial period, rising to $180,000 annually thereafter. He may receive performance compensation equal to 50% of base salary, with a minimum of $40,000, based on goals set by the board or its compensation committee. Soni also received 1,500,000 Options that vest ratably over three years.