Chris Polimeni
About Chris Polimeni
Chris Polimeni (age 59) serves as Chief Financial Officer (Principal Financial and Accounting Officer) of AgriFORCE Growing Systems Ltd. (now AVAX One Technology Ltd.) since March 2025, bringing 30+ years of financial and operational experience, including fractional CFO work and extensive SEC reporting and M&A execution . He signed Sarbanes-Oxley 302 and 906 certifications on November 14, 2025, indicating responsibility for disclosure controls and financial reporting integrity during the company’s transition and PIPE closing . For contextual performance, the company reported Q3 2025 revenue of $525,915 and nine months 2025 revenue of $1,251,124 as it pivoted to digital assets and continued bitcoin mining; TSR/EBITDA growth metrics tied to his compensation are not disclosed .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Polimeni & Associates, Inc. | President & CEO | Since 2020 | Fractional CFO services, capital raises, SEC reporting, M&A, internal controls, reorgs, technology strategy |
| Accelerate360 Holdings, LLC and a360 Media, LLC (formerly American Media, LLC) | EVP, CFO/COO | 15 years (dates not disclosed) | Led acquisitions, corporate finance, SEC reporting, and corporate management |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Polimeni & Associates, Inc. | President & CEO | Since 2020 | External consulting platform providing fractional CFO and transaction advisory services |
Fixed Compensation
| Item | Pre-PIPE | Post-PIPE | Notes |
|---|---|---|---|
| Base cash compensation | $20,000 per month | $25,000 per month / $300,000 per year | Consulting agreement, paid in cash after PIPE closing |
| Benefits | Eligible for health benefits | Eligible for health benefits | Per company policy |
| Contract term | — | One year | Agreements terminable for cause |
| Equity grants (FY2025 PIPE) | Not disclosed for CFO | None disclosed for CFO | COO granted 61,224 restricted shares vesting monthly over 12 months; CFO not granted equity in PIPE |
| Agreement filing | — | Consultancy Agreement – Exhibit 10.1 | “Signed Consultancy Agreement – Chris Polimeni” listed among exhibits |
Performance Compensation
No specific performance metrics, weightings, targets, or payouts tied to Mr. Polimeni’s compensation are disclosed. The proxy states his compensation is a consulting fee with health benefits; change-in-control/severance plans for NEOs are not in place beyond the agreements described .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Not disclosed | Not disclosed | Not disclosed | Not disclosed | Not disclosed | Not disclosed |
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Common shares beneficially owned | 105,485 |
| Percentage of shares outstanding | 4.2% (out of 2,501,341 shares as of Sept 19, 2025) |
| Options (exercisable/unexercisable) | 0 / 0 (none listed for Polimeni) |
| Warrants | 0 (none listed for Polimeni) |
| Vested vs unvested breakdown | Not disclosed |
| Shares pledged as collateral | Not disclosed |
| Stock ownership guidelines for executives | Not disclosed |
| Anti-hedging policy | Board has not adopted specific anti-hedging practices; insiders subject to Insider Trading Policy |
| Section 16(a) compliance (FY2024) | Company reports timely filings with noted exceptions for other officers; Polimeni not listed as delinquent |
Employment Terms
| Term | Details |
|---|---|
| Role and start date | CFO; served since March 2025 |
| Agreement type | Consulting agreement; “Signed Consultancy Agreement – Chris Polimeni” filed as Exhibit 10.1 |
| Compensation post-PIPE | $300,000 base cash compensation per year ($25,000/month) |
| Pre-PIPE compensation | $20,000 per month consulting fee |
| Benefits | Eligible for health benefits per Company policy |
| Term length | One year |
| Termination | Terminable for cause (standard clauses) |
| Severance | Company has no plans/agreements providing severance to NEOs beyond described employment agreements |
| Change-of-control | Company has no plans/agreements providing payments to NEOs upon change in control |
| Clawback provisions | Not disclosed (no clawback policy found) [Search: no result] |
| Non-compete / non-solicit | Not disclosed |
Investment Implications
- Alignment: Polimeni’s 4.2% beneficial ownership (105,485 shares) provides meaningful skin-in-the-game for a micro-cap issuer, but his compensation is primarily cash with no disclosed equity awards or performance-based incentives, limiting direct pay-for-performance linkage .
- Retention and cost: A one-year consulting agreement terminable for cause with no severance or change-of-control protections implies flexible retention and low termination cost; however, it may also indicate moderate retention risk given short duration and consulting structure .
- Selling pressure and hedging: No equity vesting schedule is disclosed for the CFO (COO received RSUs); the Board has not adopted a specific anti-hedging policy, which reduces formal guardrails on hedging though the Insider Trading Policy applies .
- Governance and oversight: Polimeni executed SOX 302/906 certifications in Q3 2025, underscoring accountability for controls during the company’s AVAX-focused transition; compensation committee composition updated post-PIPE supports refreshed oversight of pay programs .
- Performance context: The company reported Q3 2025 revenue of $525,915 and nine months 2025 revenue of $1,251,124 amid strategic pivot; no TSR/EBITDA-linked incentives are disclosed for the CFO, limiting investors’ ability to assess pay-for-performance rigor .