Henry McPhie

About Henry McPhie

Henry McPhie is Chief Executive Officer and a director of BioSig Technologies, Inc. (now operating as Streamex Corp.) following the May 28, 2025 closing of the Streamex share exchange; he is also the company’s Chief Operating Decision Maker as of Q3 2025 . He holds a degree in Mining Engineering from McGill University and brings operating and blockchain product experience from Lynx Web3 Solutions and FatCats Capital . Under his tenure to date, the company reported minimal revenues and significant net losses in Q3 2025 as the new strategy scaled, with segment net loss of $15.6 million for the quarter and $38.8 million year-to-date, and revenues near zero .

Past Roles

External Roles

Fixed Compensation

Equity Ownership & Alignment

Ownership events and current alignment:

Additional alignment and controls:

• Insider policy prohibits hedging and pledging by officers and directors, reducing alignment risk from collateralization .
• Yorkville amendment requires Exchangeable Share lock‑up agreements from holders owning >1% of Exchangeable Shares, implying McPhie is subject to lock‑up restrictions and reducing near‑term selling pressure .
• Related‑party balance shows $11,000 due from Henry McPhie at Sept 30, 2025; accruals include executive and board comp and reimbursements (governance transparency) .

Performance Compensation

• Streamex 2024 Omnibus Share Incentive Plan permits RSUs and stock options, with RSUs generally vesting over ≥1 year and options up to 10 years; RSUs fully vest upon a “Triggering Event” (e.g., change of control), subject to minimum vesting and plan discretion .
• No individual McPhie metrics/targets/actual payouts were disclosed.

Employment Terms

• Appointment: CEO and director of BioSig effective May 28, 2025 upon closing of Streamex share exchange; Morgan Lekstrom appointed Chairman; Board expanded to six with McPhie and Lekstrom as new directors .
• CODM designation: McPhie designated CODM in Q3 2025, assessing consolidated net loss and overseeing strategy/resource allocation .
• Severance/change‑of‑control: Not disclosed for McPhie; Amato’s severance and equity acceleration were disclosed separately upon his transition .

Board Governance

• Board service: McPhie joined the Board May 28, 2025 as an executive director; earlier 2024 Board comprised five members without McPhie .
• Committee roles: Post‑closing committee assignments not disclosed; in 2024, Audit (chair Abelman), Compensation (chair Browne), and Nominating (chair Browne) were fully independent .
• Independence: Under Nasdaq’s independence framework in 2024, executives are not independent; the company listed independent directors as Baer, Browne, and Abelman, implying McPhie, as CEO, is non‑independent .
• Dual‑role implications: 2024 structure combined CEO‑Chair roles (Amato), which the Board said was efficient; 2025 separation of CEO (McPhie) and Chairman (Lekstrom) reduces concentration risk in leadership despite CEO serving on the Board .
• Meeting attendance (context): In 2023, incumbents attended 100% of Board/committee meetings; not attributable to McPhie (pre‑appointment) .

Compensation Structure Analysis

• Equity mix increasing: Special Meeting sought to add 10,359,211 shares to the 2023 LTIP (total 14,735,806), indicating ongoing reliance on equity compensation across executives and directors in 2025 .
• Capital structure changes: Proposals included increasing authorized common shares from 200,000,000 to 500,000,000, classified board, SEPA share issuance, and Yorkville debenture conversions—each with dilution and governance implications affecting incentive alignment and market supply dynamics .

Related Party Transactions and Financing Signals

• Convertible debenture financing: As CEO, McPhie executed secured convertible debentures and related agreements with Yorkville and closed an initial $25 million tranche; all net proceeds allocated to physical allocated gold bullion to underpin a gold‑denominated balance sheet .
• Lock‑ups: Amendment required lock‑ups from >1% exchangeable holders; McPhie signed the amendment .
• Legal proceedings: Streamex disclosed no material legal proceedings as of the 2025 proxy .
• Derivative liabilities: Exchangeable Shares classified as derivative liabilities under ASC 815, causing earnings volatility tied to share price and conversion mechanics .
• Dilution risk: Streamex shareholders entitled to 75% of fully diluted BioSig common equity post‑approval; substantial dilution to legacy holders noted .

Investment Implications

• Alignment: McPhie’s material stake in Exchangeable Shares (~19.27% of the pool) and lock‑up requirements align incentives with long‑term value creation and suppress near‑term selling pressure; pledging and hedging are prohibited by policy .
• Financing/strategy execution: As signatory to Yorkville debentures and RRA, McPhie is executing a gold‑backed balance sheet and tokenization roadmap; success hinges on scaling custody, proof‑of‑reserves, regulatory approvals, and liquidity infrastructure .
• Governance: Separation of CEO and Chairman post‑transaction mitigates CEO‑Chair dual‑role risk present in 2024, though McPhie remains a non‑independent director; independent committees (per 2024 structure) are a positive precedent .
• Risks: Heavy prospective dilution, derivative liability earnings swings, regulatory complexity, and early‑stage operating losses create execution and valuation volatility; monitoring lock‑up expirations, share approvals (authorized share increase/classified board), and conversion activity is critical for trading signals .