Steven Knerr
About Steven Knerr
Steven Knerr is Chief Financial Officer of ACCESS Newswire Inc. (appointed September 16, 2024), following earlier roles as Controller, interim CFO, CFO (2015–Jan 2022), and VP Finance & Controller (Jan 2022–Mar 2024) at the Company . He signed SOX 302/906 certifications for ACCS’s FY 2024 10-K and Q2/Q3 2025 10-Qs, evidencing responsibility for controls and reporting . Company TSR (fixed $100) was $77.67 in 2024 vs $159.74 in 2023 and net income was $(10.793) million in 2024, framing a challenged performance backdrop for pay-for-performance assessments . Quarterly operating trends under his tenure: revenue of $5.826M in Q4’24, $5.476M in Q1’25, $5.621M in Q2’25, and $5.723M in Q3’25; EBITDA of $219k in Q4’24, then $156k*, $518k*, and $683k* in Q1–Q3’25 respectively .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Issuer Direct/ACCESS Newswire | Controller | Aug 2013–May 2015 | Accounting leadership and financial controls |
| Issuer Direct/ACCESS Newswire | Interim CFO | May 2015–Nov 2015 | Transition oversight of finance and reporting |
| Issuer Direct/ACCESS Newswire | CFO | Nov 2015–Jan 2022 | Executive finance leadership during public company scaling |
| Issuer Direct/ACCESS Newswire | VP Finance & Controller | Jan 2022–Mar 2024 | Finance operations and controllership |
| ACCESS Newswire | Interim CFO | Mar 9, 2024–Sep 16, 2024 | Interim stewardship of finance and controls |
| ACCESS Newswire | CFO | Sep 16, 2024–Present | Principal financial officer with Board/Audit Committee interface |
External Roles
Not disclosed in the company filings reviewed .
Fixed Compensation
| Component | Amount/Terms | Effective Date | Notes |
|---|---|---|---|
| Base Salary | $200,000 per annum | Sep 1, 2024 | Reviewed annually by Board/Comp Committee |
| Benefits | Medical/health/vision per company policy | Ongoing | Standard executive benefits; severance continuation terms below |
Performance Compensation
| Year | Bonus Type | Target | Criteria | Actual Payout | Timing |
|---|---|---|---|---|---|
| 2024 | One-time cash bonus | $25,000 | Achievement of Company and individual objectives | $25,000 paid Feb 7, 2025 | Paid within 60 days post FY-end |
| 2024 | Cash bonus (non-plan) | N/A | No formal plan for 2024 | $2,231 | Included in 2024 compensation |
| 2025 | Annual bonus | 45% of base salary | To be set by Board/Comp Committee in consultation with CFO | Not yet implemented | To be established by end of Q1 FY to which bonus relates |
Equity Awards (RSUs)
| Grant Date | Type | Shares | Fair Value | Vesting Schedule |
|---|---|---|---|---|
| Mar 5, 2024 | RSU | 5,000 | $74,300 | 1,667 on Jan 1, 2025; 1,667 on Jan 1, 2026; 1,666 on Jan 1, 2027 |
| Prior grant | RSU | 500 | $4,470 | Vests Jan 1, 2025 |
Option Awards
| Grant | Shares | Strike | Expiration | Vesting/Status |
|---|---|---|---|---|
| Legacy Option | 5,000 | $6.80 | Nov 19, 2025 | Currently exercisable |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 30,757 shares; includes 5,000 options currently exercisable and 2,167 RSUs vesting within 60 days of Apr 30, 2025; excludes 3,333 unvested RSUs |
| Ownership % of Outstanding | 0.80% (based on 3,847,743 shares outstanding) |
| Pledging/Hedging | Hedging/monetization transactions (e.g., collars/forward sales) prohibited by insider trading policy; short sales prohibited; pledging not specifically disclosed |
| Clawback Policy | Board-adopted recovery of erroneously awarded incentive compensation for Section 16 officers upon certain restatements; 3-year lookback; no indemnification/insurance for recouped amounts |
| Ownership Guidelines | Not disclosed for executives in reviewed filings |
Employment Terms
| Term | CFO Agreement Terms |
|---|---|
| Agreement Date | Executive Employment Agreement effective Sep 16, 2024 |
| At-Will Status | Employment is at-will; duties/reporting to CEO/Board/Audit Committee |
| Base Salary | $200,000; reviewed annually |
| Target Annual Bonus | 45% of base, with metrics set by end of Q1 of bonus year; must be employed at payout date |
| Severance (Disability/Good Reason/Without Cause) | Six months of base salary and continued medical/health/vision; option vesting continues per schedule during six-month disability severance; equity vesting ceases upon termination without cause |
| Cause/Resignation/Death | Only unpaid amounts owed; equity vesting ceases |
| Change-of-Control | No explicit acceleration terms disclosed for CFO; CEO has double-trigger with 18 months severance plus equity acceleration (context) |
| Restrictive Covenants | Non-competition, non-solicitation, confidentiality, assignment of inventions |
Performance & Track Record
- Certifications: Signed SOX 302 and 906 certifications for FY 2024 10-K and Q2/Q3 2025 10-Qs; disclosure controls deemed effective with no material changes noted .
- Company Performance: Pay-versus-performance table shows TSR value of $77.67 in 2024 and net income of $(10,793,000) in 2024; prior-year TSR $159.74 and net income $766,000 (2023) .
Operating Trends During Tenure
| Metric | Q4 2024 | Q1 2025 | Q2 2025 | Q3 2025 |
|---|---|---|---|---|
| Revenue ($USD) | $5,826,000 | $5,476,000 | $5,621,000 | $5,723,000 |
| EBITDA ($USD) | $219,000 | $156,000* | $518,000* | $683,000* |
Values retrieved from S&P Global. Cells marked with * had no accompanying document citation.
Compensation Structure Analysis
- Increased fixed pay: CFO base salary increased to $200,000 effective Sep 1, 2024; annual bonus target set at 45% but 2025 plan not yet implemented, signaling discretion over at-risk pay metrics .
- Equity mix: Shift toward RSUs (5,000 grant with multi-year vesting) versus options; legacy in-the-money options near expiry provide short-term exercise decisions but no new options reported for CFO in 2024 .
- Clawback and hedging prohibitions: Strengthens alignment and reduces risk of misstatement-related windfalls; hedging bans discourage misaligned risk management .
- Discretionary bonuses: 2024 had no formal plan but modest $2,231 bonus plus a separate $25,000 one-time bonus tied to objectives, suggesting transitional incentives during role change .
Risk Indicators & Red Flags
- Pay-for-performance visibility: CFO’s 2025 bonus metrics not yet established; 2024 lacked formal plan, reducing transparency of performance linkage .
- Change-of-control economics: No explicit acceleration for CFO, potentially limiting retention economics in a transaction compared to CEO’s double-trigger protection .
- Financial performance: 2024 net loss and lower TSR raise execution scrutiny, though quarterly EBITDA improved through 2025 under current tenure [GetFinancials].
Investment Implications
- Alignment: Knerr’s ownership (0.80%) and RSU vesting schedule create ongoing equity exposure; hedging bans and clawback policy reinforce alignment .
- Near-term supply: RSU tranches vest on Jan 1, 2026 and Jan 1, 2027, which can add potential selling pressure around vesting dates if sales occur; monitor Form 4s for activity around these events .
- Incentive design: With 2025 CFO bonus plan not yet set, visibility into at-risk pay is limited; investors should watch for disclosed metrics (revenue growth, EBITDA, cash flow) in subsequent filings to gauge pay-for-performance rigor .
- Execution: Quarterly EBITDA progression into 2025 and stable revenues suggest operational traction; continued control certifications support governance quality, but 2024 losses and TSR decline underscore turnaround requirements [GetFinancials].
Citations:
Note: Financial values marked with * are retrieved from S&P Global via GetFinancials where no document citation was provided.