Brett Blumberg
About Brett Blumberg
Chief Financial Officer of DatChat (DATS) since February 15, 2022; age 46; CPA; B.A. in economics and psychology from SUNY Binghamton. Prior experience includes partner at Jubran, Shorr & Company (since 2015), senior accountant at CohnReznick (2013–2014), private banker at Wells Fargo, founder/owner of Canyon Financial Group (2006–2012), and recruitment/talent acquisition in accounting and finance (2000–2006) . Company performance during his tenure remains challenged: FY 2024 revenue was $436 vs. $672 in FY 2023, with net losses of $5,025,007 in 2024 vs. $8,404,970 in 2023 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Jubran, Shorr & Company | Partner | 2015–present | Public accounting leadership and external audit/accounting expertise |
| CohnReznick LLP | Senior Accountant | 2013–2014 | Public accounting execution; GAAP and audit experience |
| Wells Fargo | Private Banker | Not disclosed (pre-CPA) | Client advisory and financial services exposure |
| Canyon Financial Group, LLC | Founder/Owner | 2006–2012 | Built and operated mortgage brokerage/banking business |
| Various firms | Recruitment/Talent Acquisition | 2000–2006 | Talent pipeline in accounting/finance sectors |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Jubran, Shorr & Company | Partner | 2015–present | Ongoing external professional role; no public company directorships disclosed |
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | 60,000 | 60,000 |
| Bonus ($) | — | — |
| Option Awards ($ grant-date fair value) | 15,543 | — |
| Total ($) | 75,543 | 60,000 |
Employment agreement terms:
- Base salary $60,000; bonus at Board’s sole discretion; eligible for equity awards at Compensation Committee’s discretion .
- Term: one year auto-renewal; termination by either party at any time with 10 days’ notice; on termination, entitled only to vested equity, expense reimbursement, and accrued benefits (no severance multiple) .
Performance Compensation
| Metric/Instrument | Weighting | Target | Actual/Payout | Vesting | Notes |
|---|---|---|---|---|---|
| Stock options (granted Sept 2023) | Not disclosed | N/A | 5,000 options at $15.00 exercise price (grant-date FV $15,543) | Vested; expires 9/06/2028 | No disclosed performance metrics tied to payout; discretionary grants under 2021 Plan |
No RSUs/PSUs or bonus performance metrics (revenue, EBITDA, TSR) disclosed for CFO; bonus eligibility remains discretionary with no specified targets .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total beneficial ownership | 5,000 shares (includes 5,000 vested stock options) |
| Ownership as % of shares outstanding | <1% (5,026,274 shares outstanding at 2025 record date; proxy indicates less than 1%) |
| Vested vs. unvested | 5,000 options vested; no unvested awards disclosed |
| Options details | 5,000 options exercisable at $15.00; expiration 9/06/2028 |
| Pledging/Hedging | Company reports no anti-hedging policy (no prohibition) ; no pledging disclosures specific to Blumberg |
| Ownership guidelines | Not disclosed |
| Clawback | 2021 Plan includes clawback provisions for restatements per SEC Rule 10D-1; recoupment up to preceding three fiscal years |
Employment Terms
- Start date and tenure: Appointed CFO February 15, 2022 .
- Contract term: One-year, auto-renews; at-will termination by either party with 10 days’ notice .
- Severance/COC: No severance multiple or change-of-control cash benefits; upon death/disability or termination, only “Accrued Amounts” (vested equity, reimbursable expenses, and benefits) are payable . The equity plan allows discretionary acceleration of vesting in a change in control at the administrator’s discretion (not guaranteed) .
- Non-compete/non-solicit: Not disclosed; agreement includes confidentiality and non-disparagement provisions .
- Clawback: As above under Plan .
Board Governance (Context)
- Blumberg is an executive officer, not a director; Audit, Compensation, and Nominating committees composed of independent directors; audit chair designated financial expert .
- Section 16 compliance: 2025 proxy notes compliance; 2024 proxy cited late filings for certain directors, not Blumberg .
Company Performance Context
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenue ($) | 672 | 436 |
| Net Loss ($) | 8,404,970 | 5,025,007 |
No EBITDA was disclosed in the proxy/10-K narrative; loss from operations was $5,280,903 in 2024 vs. $8,784,031 in 2023 .
Investment Implications
- Pay-for-performance alignment: CFO cash pay is modest ($60k) with limited equity grants and no formulaic incentive metrics; this reduces the risk of outsized pay amid losses but also limits performance-linked incentives .
- Retention risk: At-will with minimal severance protections and low base may present some retention risk, but auto-renewal and continued tenure since 2022 suggest stability; equity value is limited due to low holdings and high option strike vs. recent trading ranges disclosed in dilution sections .
- Insider selling pressure: Beneficial ownership is de minimis (<1%), and 2025 proxy notes Section 16 compliance; lack of sizable holdings suggests low selling pressure from CFO .
- Governance/controls: Company lacks an anti-hedging prohibition and disclosed material weaknesses in internal controls at FY 2024 year-end, increasing governance risk; clawback framework exists via the 2021 Plan .
- Performance backdrop: Revenues are minimal and losses persist, indicating execution and monetization challenges in the near term; CFO compensation structure is conservative, but limited variable pay tied to explicit performance metrics may blunt incentives toward measurable financial outcomes .