Adam Sragovicz
About Adam Sragovicz
Adam Sragovicz (age 55) is Chief Financial Officer of Intellicheck (IDN), appointed effective September 1, 2024, after joining on August 1, 2024; he holds a B.A. from Yale University in Soviet and Eastern European Studies with a concentration in Economics . His 2024 CFO pay design targeted a 60% bonus on salary tied to revenue and adjusted EBITDA, with accelerators capped at 117% and decelerators floored at 80%, and included a 91,228-share stock option grant at a $2.21 strike vesting over three years . Company performance during his tenure shows revenue rising to record levels in 2025 with improving profitability (see table below; S&P Global disclaimer) *.
Intellicheck quarterly performance context
| Metric | Q2 2024 | Q3 2024 | Q4 2024 | Q1 2025 | Q2 2025 | Q3 2025 |
|---|---|---|---|---|---|---|
| Revenue (USD) | $4,672,000 | $4,709,000 | $5,937,000* | $4,894,000 | $5,123,000 | $6,014,000 |
| EBITDA (USD) | -$142,000* | -$780,000* | $483,000* | -$194,000* | -$127,000 | $426,000* |
| Net Income (USD) | -$127,000 | -$837,000 | $488,000 | -$318,000 | -$251,000 | $290,000 |
| EBITDA Margin (%) | -3.04%* | -16.56%* | 8.14%* | -3.96%* | -2.48%* | 7.08%* |
| Values with an asterisk were retrieved from S&P Global and may not include document citations.* |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Conduit Pharmaceuticals (Nasdaq: CDT) | Chief Financial Officer | Sep 2023–May 2024 | CFO of clinical-stage biopharma post-SPAC business combination . |
| Murphy Canyon Acquisition Corp. (Nasdaq: MURF) | Chief Financial Officer; Director | Oct 2021–Sep 2023 | Led SPAC finance and served on board until de-SPAC with Conduit . |
| Presidio Property Trust, Inc. (Nasdaq: SQFT) | Chief Financial Officer; earlier SVP Finance | Jan 2018–Sep 2023; SVP since May 2017 | Managed auditor, lender, investor relations; FP&A and accounting leadership for diversified REIT . |
| Encore Capital Group (Nasdaq: ECPG) | Treasurer | 2011–2017 | Responsible for global capital raising, FX risk, and cash management; bank syndicate relationships (e.g., JPMorgan, ING, MUFG, Citi, SMBC, BBVA) . |
| KPMG; Union Bank of California / MUFG; Bank of America Merrill Lynch | Advisory, finance, treasury roles | Not disclosed | Capital markets and treasury management roles across financial institutions . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Murphy Canyon Acquisition Corp. | Director | Dec 2021–Sep 2023 | Served on board until business combination consummation . |
| Yale Alumni Schools Committee (San Diego) | Director | Not disclosed | Past director position . |
| Congregation Adat Yeshurun | Board member | Not disclosed | Served on board . |
Fixed Compensation
| Component | 2024 Value | Notes |
|---|---|---|
| Base Salary | $357,500 | Per CFO compensation disclosure for 2024 . |
| Target Bonus % | 60% of annualized salary | Unchanged from 2023; prorated opportunity for remainder of 2024 based on revenue goals . |
| Actual Bonus Paid (2024) | $0 | No non‑equity incentive paid to Sragovicz for 2024 per Summary Compensation Table . |
| All Other Compensation (2024) | $3,575 | Includes 401(k) match per footnote . |
Performance Compensation
Annual cash incentive plan design (2024)
| Metric | Weighting | Target | Actual | Payout | Design Details |
|---|---|---|---|---|---|
| Revenue | Not disclosed | Not disclosed | Not disclosed | $0 for 2024 | Accelerators up to 117% and decelerators down to 80% vs approved budget . |
| Adjusted EBITDA | Not disclosed | Not disclosed | Not disclosed | $0 for 2024 | CFO bonus target equals 60% of annualized salary; full-time eligibility required . |
Equity incentives (2024 CFO grant)
| Grant Type | Grant Date | Shares/Units | Grant-Date Fair Value (USD) | Strike/Exercise Price | Vesting Schedule | Expiration |
|---|---|---|---|---|---|---|
| Stock Options (ISO) | 09/03/2024 | 91,228 | $124,863 | $2.21 | 50% on 09/01/2025; remaining 50% vests in equal quarterly installments over next two years | 09/03/2027 |
Notes:
- Grant made in connection with promotion to CFO on 9/1/2024; exercise price set at close of first day as CFO .
- Compensation Committee administers options/RSUs program, granting at or above fair market value .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 10,000 shares as of April 1, 2025 (less than 1%) . |
| Ownership as % of shares outstanding | ~0.05% of 19,816,043 shares outstanding (10,000 ÷ 19,816,043) . |
| Options outstanding (Dec 31, 2024) | 91,228 unexercisable; none exercisable at year-end . |
| Shares pledged as collateral | None; Company notes no pledges known that may result in change in control . |
| Stock ownership guidelines | Not disclosed . |
| Hedging/pledging policy | Not disclosed; pledging specifically noted as absent . |
| Insider Form 3 on appointment | Initially reported no securities beneficially owned (Aug 9, 2024) . |
Employment Terms
| Term | Key Provisions |
|---|---|
| Employment effective dates | Joined Intellicheck on Aug 1, 2024; CFO effective Sep 1, 2024 . |
| Base compensation | $357,500 base salary; eligibility for relocation benefits and participation in employee benefits . |
| Annual incentive | For remainder of 2024, eligible to earn up to 60% of base salary prorated, based on Board-set revenue targets and CEO goals . |
| Equity grant on CFO appointment | Options to purchase 91,228 shares at $2.21, 3-year vest; 50% after one year, remainder vests quarterly over two years . |
| Severance (without cause) | If termination within first year: 6 months base salary + 6 months Company-paid COBRA; after anniversary: 12 months base salary + 12 months Company-paid COBRA (subject to waiver/release) . |
| Severance disclosure in proxy | Employment agreement provides 12 months base monthly salary + reimbursement of medical premiums up to 12 months upon termination without cause . |
| Change-of-control terms | Not specifically disclosed for CFO in available filings . |
| Contract nature | At-will employment; agreements generally have no specific term . |
| Covenants | Standard confidentiality, non‑solicitation, non‑disparagement, and IP provisions . |
| Board communications role | Investor communications to Board routed via CFO Adam Sragovicz . |
Say‑on‑Pay & Shareholder Feedback
- 2025 advisory vote to approve NEO compensation passed: For 9,564,105; Against 645,586; Abstain 19,061; broker non-vote 4,990,625 .
- Shareholders approved the 2025 Omnibus Incentive Plan (For 9,603,068; Against 596,319; Abstain 29,365; broker non-vote 4,990,625) .
Compensation Structure Analysis
- Pay mix shifted toward equity via 2024 option grant; no RSUs/PSUs disclosed for Sragovicz in 2024 .
- Bonus design retains at‑risk structure tied to revenue and adjusted EBITDA with clear accelerator/decelerator bands; CFO target remains 60% (unchanged vs 2023) .
- No evidence of repricing or award modifications for Sragovicz; option grant priced at market at grant and follows standard vesting .
Risk Indicators & Red Flags
- Pledging/Hedging: Company states no pledges known that could lead to change in control (alignment positive) .
- Upcoming vesting supply: 50% of CFO option grant vests on 09/01/2025, with ongoing quarterly vesting thereafter, creating potential discretionary liquidity events; no sale activity disclosed to date in filings provided .
- Severance economics: Up to 12 months of salary plus COBRA after year one; within first year, 6 months salary plus COBRA—moderate retention support without disclosed tax gross‑ups .
- Clawbacks/COC terms: Not specifically disclosed for CFO; limited visibility into clawback enforcement .
Investment Implications
- Alignment: Modest share ownership (10,000 shares; ~0.05% of outstanding) with meaningful unvested options suggests alignment primarily via future equity value rather than current stake; no pledging mitigates risk .
- Pay‑for‑performance: Cash bonus tied to revenue and adjusted EBITDA with disciplined caps/floors; absence of 2024 bonus payout indicates adherence to plan mechanics amid transition year .
- Retention: Two‑tier severance (6 to 12 months salary plus COBRA) and multi‑year vesting cadence reduce near‑term departure risk, but the 2025 vesting cliff could precede liquidity events; monitor Form 4s for selling pressure around vest dates .
- Execution context: Company revenue and net income improved through 2025 as CFO tenure progressed, supporting the incentive framework; continued EBITDA normalization would strengthen pay‑performance narrative (see performance table; S&P Global disclaimer) *.
Citations legend:
- [1:x] = DEF 14A (Proxy Statement) filed 2025-04-11
- [11:x] = 8-K Submission of Matters to a Vote of Security Holders filed 2025-05-09
- [16:x] = 8-K Senior Financial Executive Joins / CFO appointment filed 2024-08-06
- = SEC Form 3 – initial beneficial ownership (Aug 9, 2024)
- [29:x], [30:x], [31:x], [32:x], [33:x] = Document citations returned with S&P Global data via GetFinancials
- Values marked with an asterisk were retrieved from S&P Global.