Peter Shelus
About Peter Shelus
Peter Shelus is Co‑Founder of DatChat (now Myseum, Inc.) and has served as Chief Technology Officer since January 2016 and as a director since December 2022. Age 41 (as of the 2025 proxy). He holds a B.S. in Computer Science from Rutgers University and previously served as a lead engineer for BigString, helping develop patented technology underpinning self‑destructing messaging . The company’s proxy materials do not present TSR, revenue, or EBITDA metrics tied to Shelus’s compensation; his 2023–2024 reported pay had no performance‑based elements disclosed .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DatChat / Myseum, Inc. | Chief Technology Officer | 2016–present | Leads secure messaging, mobile video, and privacy platform development . |
| BigString | Lead Engineer | N/A (not disclosed) | Helped develop patented self‑destructing messaging technology . |
External Roles
| Organization | Role/Interest | Years | Strategic Impact / Notes |
|---|---|---|---|
| VR Interactive LLC | Minority owner (3.75%) | 2024 | Related‑party interest in RPM Interactive (DatChat subsidiary) transaction; governance sensitivity . |
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary (USD) | $275,000 | $275,000 |
| Bonus (USD) | $0 | $0 |
| Stock Awards (USD) | $0 | $0 |
| Option Awards (USD) | $0 | $0 |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting/Notes |
|---|---|---|---|---|---|
| N/A – no metric‑based incentives disclosed for Shelus in 2023–2024 | — | — | — | — | Company disclosures show no performance‑linked awards for Shelus in these years . |
Equity Ownership & Alignment
| As‑Of (Record Date) | Common Shares Beneficially Owned | % of Outstanding | Options Exercisable | Notes |
|---|---|---|---|---|
| Oct 18, 2024 | 100,000 | 3.25% | 5,000 for CFO; none listed for Shelus in outstanding awards; ownership table shows 100,000 shares for Shelus | |
| Jun 12, 2025 | 102,500 (incl. 2,500 vested options) | 2.04% | 2,500 | Shares outstanding increased to 5,026,274 as of this record date . |
- Hedging/pledging policy: Company states it does not currently have an anti‑hedging policy (no prohibition disclosed). No pledging disclosures are identified in the proxies .
- Outstanding/vesting overhang (individual): As of year‑end 2024, only CEO and CFO showed outstanding option awards; no outstanding equity awards were disclosed for Shelus, and ownership shows only 2,500 vested options by mid‑2025—implying limited scheduled vesting‑related selling pressure near‑term .
Employment Terms
| Topic | Terms/Status | Source |
|---|---|---|
| Employment agreement | Not disclosed for Shelus in recent proxies | |
| Severance / Change‑of‑Control | Not disclosed for Shelus; company equity plan allows administrator discretion to accelerate vesting on a change‑in‑control | |
| Clawback | Equity plan includes restatement‑based recoupment (broader executive clawback language included) | |
| Non‑compete / Non‑solicit | Not disclosed | |
| Anti‑hedging | Company does not currently have an anti‑hedging policy |
Board Governance (Director Service and Roles)
- Director since December 2022; current board size five. Board determined a majority of directors are independent; independent directors are Wayne Linsley, Carly Luogameno, and Joseph Nelson. As a management director, Shelus is not independent .
- Committee membership: Audit, Compensation, and Nominating/Governance committees are comprised of the three independent directors (Linsley chair). No committee roles disclosed for Shelus .
- Board leadership: CEO serves concurrently as Chairman; company has no lead independent director (size cited as rationale) .
- Attendance: In FY 2024, no director attended fewer than 75% of board and applicable committee meetings .
Director Compensation (Context)
- Non‑employee director fees in FY 2024: Linsley $60,000; Luogameno $36,000; Nelson $36,000. Employee‑directors (including Shelus) are not included in non‑employee director compensation tables .
Related Party Transactions (Governance Red Flags)
- On January 10, 2024, VR Interactive LLC—45% owned by CEO Darin Myman and 3.75% owned by Peter Shelus—purchased 8,000,000 shares of RPM Interactive, Inc. (a DatChat majority‑owned subsidiary) from Metabizz shareholders for $120,000, becoming a 25% non‑controlling interest in RPM Interactive .
Compensation Structure Analysis
- Mix shift / at‑risk pay: Reported pay for Shelus in 2023–2024 is entirely salary; no annual bonus, stock awards, or option awards were disclosed—indicating low explicit pay‑for‑performance linkage in the reported period .
- Equity incentives: No new grants disclosed for Shelus in 2023–2024; ownership table later shows only 2,500 vested options by mid‑2025 .
- Clawback: Equity plan contains restatement‑based clawback language .
- Hedging: No anti‑hedging policy—potential misalignment risk if executives hedge exposure .
Performance & Track Record (Selected)
- Technical credentials: Over 10 years in ephemeral messaging and mobile video, and lead engineer experience at BigString (self‑destructing messaging IP) .
- Company achievements / KPIs tied to pay: Proxies do not disclose performance metrics (revenue, EBITDA, TSR) linked to Shelus’s pay for 2023–2024; no bonus or performance equity reported .
Compensation Committee Analysis (Board Level)
- Compensation Committee: Independent directors Linsley (Chair), Luogameno, Nelson; charter posted on company site .
- Consultant disclosure: Not specified in the proxies excerpted; no consultant conflicts disclosed in these sections .
- Equity plan governance: No repricing without shareholder approval; change‑in‑control acceleration at administrator’s discretion; plan includes clawback provisions .
Investment Implications
- Alignment and incentives: Shelus’s pay mix (salary‑heavy, no 2023–2024 bonus/equity grants disclosed) provides limited explicit performance linkage; however, direct ownership (~2.0% as of mid‑2025 record date) provides some alignment through equity exposure .
- Selling pressure: Disclosures show no outstanding awards for Shelus at YE 2024 and only 2,500 vested options by mid‑2025, suggesting limited scheduled vesting‑driven selling pressure near term .
- Governance risks: Employee‑director status, CEO dual‑hat (CEO/Chair) without a lead independent director, absence of a formal anti‑hedging policy, and a related‑party interest at a subsidiary (VR Interactive) increase governance scrutiny and potential perception of conflicts .
- Retention risk: Lack of disclosed long‑term performance equity or a Shelus‑specific employment agreement could reduce LT retention “hooks,” placing more weight on role satisfaction and future equity awards for retention .
- Monitoring focus: Watch for future proxy updates on (i) any new equity grants or performance‑based incentives for Shelus, (ii) changes to hedging/pledging policies, and (iii) any additional related‑party arrangements that could affect minority shareholders .