Kristin Stafford

About Kristin Stafford

Independent director at T Stamp Inc. (Trust Stamp). A serial entrepreneur in SaaS for global compliance and background screening; co-founder and CEO of Vital4 since February 2016, with >20 years’ experience in operations management, process architecture, and software development . Age 54 (as of the 2024 proxy nomination) . Board independence affirmed by the company under Nasdaq rules; serves on Audit and Nominating & Corporate Governance Committees .

Past Roles

External Roles

Board Governance

• Independence: Company determined Kristin Stafford is independent under Nasdaq and SEC rules .
• Committees: Audit Committee member (Chair: Charles Potts; committee includes Potts, McClintock, Stafford; Potts is the audit committee financial expert) . Nominating & Corporate Governance Committee member (Chair: William McClintock) . Not on Compensation Committee .
• Board leadership: Chairman of the Board is William McClintock; the company separates CEO and Chair roles and holds executive sessions of independent directors .
• Attendance: Company invites and encourages directors to attend stockholder meetings; specific individual attendance rates not disclosed .

Fixed Compensation

• Director compensation disclosure is aggregate only: directors, as a group, were paid $234,000 for services in FY2024; individual director cash retainers, meeting fees, and chair fees are not disclosed .
• Company notes Nominating & Corporate Governance Committee reviews and determines director compensation arrangements, but specific amounts are not provided .

Performance Compensation

• Equity plan: Company states it does not have a formal equity incentive plan; executives received RSUs; director equity specifics by individual largely not disclosed .
• Outstanding equity awards (as of Dec 31, 2024): Stafford shows no unvested stock awards or options; other directors (e.g., Potts, McClintock) have RSUs; performance metrics for director compensation are not disclosed .

Other Directorships & Interlocks

• CEO of Vital4; the company has an existing mutual channel agreement with Vital4Data, Inc. where Vital4 acts as a non-exclusive sales representative for Trust Stamp; commission structure is 20% in year one, 10% in year two, 5% in year three. No commissions were earned or expensed under this agreement through Dec 31, 2024 and June 30, 2025 .
• No public company directorships for Stafford are disclosed .

Expertise & Qualifications

• Specialized in SaaS and enterprise platforms for compliance and background screening; led teams >100; strong operations systems management and software development background .
• Industry entrepreneur with product/platform commercialization; relevant to data integrity, screening, and compliance oversight—skills additive to audit and governance work .

Equity Ownership

Governance Assessment

• Independence and committee roles: Positive—independent status and membership on Audit and Nominating committees, with the Audit Committee responsible for related-party review and financial controls .
• Ownership alignment: Weak—minuscule personal shareholding (16 shares; effectively 0% of outstanding), with no disclosed director-specific equity grants or ownership guidelines. This lowers “skin-in-the-game” alignment .
• Potential conflicts: Related-party channel agreement with Vital4/Vital4Data, where Stafford is CEO; while no commissions have accrued to date, the structure creates an ongoing conflict vector requiring rigorous Audit Committee oversight (commission-based payments tied to Trust Stamp sales) .
• Attendance transparency: Company broadly encourages meeting attendance; no per-director attendance stats disclosed, limiting assessment of engagement .
• Board structure: Separation of Chair and CEO and independent executive sessions are governance positives; Audit Committee has a designated financial expert .
• Financing backdrop: Concentrated warrant/holder dynamics (e.g., Armistice beneficial ownership via warrants) indicate capital structure volatility; not directly a Stafford issue but relevant to oversight context .

RED FLAGS

• Related-party arrangement with Vital4/Vital4Data presents conflict risk; requires ongoing disclosure and independent review; zero commissions to date reduces immediate economic impact but the incentive mechanics remain .
• Very low personal ownership and no disclosed director equity grants for Stafford diminishes alignment with shareholders .

Monitoring suggestions for investors

• Track any commissions recognized under the Vital4/Vital4Data agreement and whether terms are modified; confirm Audit Committee approval and disclosure in future filings .
• Seek disclosure of director-level compensation structure (cash retainer, committee fees, equity awards) to assess pay-for-performance and alignment .
• Request per-director attendance and engagement metrics in future proxies to evaluate board effectiveness .

Sources: Corporate governance, committee assignments, independence, and related-party disclosures from Trust Stamp DEF 14A (Nov 12, 2025) ; biography and role details from DEF 14A (Dec 12, 2024) and Form 10-K FY2024/FY2023 ; beneficial ownership tables from DEF 14A (Dec 26, 2024; Mar 28, 2025; Nov 12, 2025) ; outstanding equity awards table .