William Bauer
About William Bauer
William (Bill) Bauer serves as Secretary, General Counsel, and Director of Strategic Affairs at Franklin Access (formerly Franklin Wireless) and previously served as Interim Chief Financial Officer from October 2022 until resigning the CFO role effective January 1, 2025; he has been with the company since January 2020 as in-house legal counsel and Director of Strategic Planning . Bauer holds an MBA from San Diego State University and a JD from California Western School of Law, and is a member of the California and Texas State Bars . Company context during his tenure: revenues were $45.95m in FY 2023, $30.80m in FY 2024, and $46.09m in FY 2025, while EBITDA remained negative and net income improved toward breakeven in FY 2025 . The company maintains an Insider Trading Policy prohibiting hedging and restricting pledging/margin use without advance approval, and a mandatory recoupment (clawback) policy aligned with SEC Rule 10D-1 and Nasdaq Listing Rule 5608 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Franklin Wireless/Franklin Access | Interim Chief Financial Officer | Oct 2022 – Jan 1, 2025 | Oversaw finance during transformation initiatives; resigned CFO role without disagreement, continued as General Counsel/Strategic Affairs . |
| Franklin Wireless/Franklin Access | In-house Legal Counsel; Director of Strategic Planning; Secretary and General Counsel | Jan 2020 – present | Led legal and strategic planning functions; continued in senior legal role and strategic affairs after CFO tenure . |
| Prior roles (unspecified companies) | In-house legal counsel and senior finance executive | Pre-2020 | 15+ years across industries in CA and TX; builds cross-functional legal/finance expertise . |
External Roles
- None disclosed in company filings for Bauer (no public company directorships or committee positions listed) .
Fixed Compensation
Multi-year compensation detail for William Bauer:
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Base Salary ($) | $106,298 | $145,000 | $158,061 |
| Actual Paid Bonus ($) | $1,500 | $0 (reported as accrued) | $0 |
| Accrued Bonus ($) | – | $75,000 | $3,000 |
| Option Awards ($) | $0 | $0 | $0 |
| Total ($) | $107,798 | $220,000 | $161,061 |
Notes:
- Bauer’s title change on Jan 1, 2025 did not affect compensation .
Performance Compensation
Bauer participates in the company’s quarterly cash bonus plan, with performance objectives set by the Board; detailed metric weightings and targets are not disclosed. Option awards are not a current source of new performance compensation, but legacy options exist with defined vesting/acceleration terms.
| Component | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Short-term cash bonus | Board-set performance objectives | Not disclosed | Not disclosed | FY 2024: $75,000 accrued ; FY 2025: $3,000 accrued | Cash, immediate when paid; accruals reported |
| Stock options (legacy grants) | Service-based vesting; change-of-control acceleration | Not applicable | Not applicable | No new option awards in FY 2023–FY 2025 | 33.3% annually over 3 years; 5-year term; full vesting accelerates on change-in-control |
Compensation philosophy and policies:
- Mix of base salary, incentive cash, and options; bonuses are at the Board’s discretion and awarded quarterly against performance targets .
- Mandatory recoupment policy enables clawback of erroneously awarded incentive compensation upon financial restatement .
- Insider Trading Policy prohibits hedging and short sales; restricts pledging/margins without approval; requires pre-clearance for trades .
Equity Ownership & Alignment
Outstanding stock options held by Bauer:
| Security | Exercisable/Unexercisable | Strike ($) | Expiration | Notes |
|---|---|---|---|---|
| Options – 20,000 shares | Exercisable (legacy grant) | 5.40 | 07/13/2025 | Three-year vesting; 5-year term; full vesting accelerates upon change-of-control . |
| Options – 15,000 shares | Exercisable/non-exercisable mix not disclosed in 2025 table | 3.38 | 12/27/2026 | Three-year vesting; 5-year term; change-of-control acceleration . |
Ownership disclosures:
- Beneficial ownership tables list major holders and certain directors/executives, but do not list Bauer as a separate line item; no pledged shares or hedging by Bauer are disclosed .
- Company policy restricts pledging and prohibits hedging; any pledging requires advance approval .
Employment Terms
| Term | Detail |
|---|---|
| Employment start date | January 2020 (legal counsel and strategic planning) . |
| CFO tenure | Appointed Interim CFO Oct 4, 2022; served through Dec 31, 2024 . |
| Title change | Resigned CFO effective Jan 1, 2025; remained General Counsel and Director of Strategic Affairs; no compensation change from title change . |
| Severance | Company generally at-will; severance/change-of-control agreements disclosed only for OC Kim & David Lee; none disclosed for Bauer . |
| Change-of-control economics | Outstanding options fully vest upon change-of-control per proxy disclosure . |
| Clawback | Mandatory recoupment policy per SEC Rule 10D-1/Nasdaq 5608 . |
| Hedging/pledging | Hedging prohibited; pledging/margins restricted without approval; pre-clearance required for trades . |
Company Financial Context (for performance alignment)
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Revenues ($) | 45,948,516 | 30,796,690 | 46,086,901 |
| EBITDA ($) | -1,458,010* | -4,912,583* | -2,003,453* |
| Net Income ($) | -2,863,021* | -3,964,016* | -243,101* |
Values with asterisk retrieved from S&P Global.
Investment Implications
- Pay-for-performance alignment: Bauer’s cash compensation is modest relative to peers, with quarterly bonuses tied to Board-set objectives but without disclosed metric detail; absence of equity grants in recent years reduces dilution risk but also limits long-term alignment via new equity .
- Vesting and selling pressure: Legacy options include a 20,000-share grant expiring July 2025, which may create near-term exercise/sale decisions depending on stock price; change-of-control acceleration could amplify realized value in strategic scenarios .
- Retention risk: No severance or individual change-of-control agreement disclosed for Bauer, and compensation unchanged after stepping down as CFO, suggesting retention depends on role fit and future bonus opportunity rather than contractual economics .
- Governance and risk controls: Prohibitions on hedging, restrictions on pledging, and a formal clawback policy mitigate alignment risks; no legal proceedings disclosed for Bauer personally .