Tony Isaac

About Tony Isaac

Tony Isaac (age 70) has served as a director of Live Ventures Incorporated since December 2011 and began leading the Company’s financial planning and strategy efforts in July 2012. He is currently President of ALT5 Sigma Corporation (NasdaqCM: ALTS), formerly JanOne Inc., where he previously served as CEO from May 2016 to September 2024 and as a director since May 2015. He holds a Commerce/Business Administration and Economics degree from the University of Ottawa and is recognized for negotiation and problem-solving in complex real estate and business transactions .

Past Roles

External Roles

Interlocks: Richard D. Butler, Jr., an independent director of Live Ventures, also serves on the ALT5 board, creating a board interlock between Live Ventures and ALT5 .

Board Governance

• Independence status: The Board determined its independent directors are Richard D. Butler, Jr., Dennis (De) Gao, and Tyler Sickmeyer. By implication, Tony Isaac is not independent (he is the father of CEO/Chair Jon Isaac and receives consulting fees) .
• Committee memberships (FY2024): All three standing committees (Audit; Compensation; Governance & Nominating) were composed solely of Messrs. Butler, Gao, and Sickmeyer. Tony Isaac was not a member of any standing committee .
• Attendance: The Board met four times in FY2024; no director attended fewer than 75% of Board or committee meetings during the periods served .
• Board leadership: Combined Chair/CEO (Jon Isaac) and no Lead Independent Director, with risk oversight primarily via independent committees .

Fixed Compensation

• Mix: 100% cash; 0% equity for FY2024 (no director stock or option awards disclosed) .

Performance Compensation

The proxy omits stock awards, option awards, and non-equity incentive plan compensation columns for directors because no amounts were required to be reported for FY2024 .

Other Directorships & Interlocks

Expertise & Qualifications

• Core skills: Negotiation and resolution of complex real estate and business transactions .
• Education: University of Ottawa, Commerce/Business Administration and Economics .
• Company-specific experience: Leads Live Ventures’ financial planning and strategy since July 2012 .

Equity Ownership

• Vested/unvested breakdown: Not disclosed for Tony Isaac .
• Hedging/Pledging: Company policy prohibits hedging of Company securities by directors, officers, and employees; pledging not specifically discussed. No pledging by Tony disclosed .
• Ownership guidelines: Not disclosed for directors (no guideline language provided in proxy).

Related-Party Transactions and Conflicts

• Family relationship: Tony Isaac is the father of Jon Isaac, Live Ventures’ CEO/Chair and controlling stockholder via Isaac Capital Group (ICG). As of May 9, 2025, ICG and Jon Isaac beneficially owned 51.2% of outstanding shares (ICG 1,357,306; Jon Isaac 217,177), indicating majority control .
• ALT5-related transactions: Customer Connexx LLC (formerly a subsidiary of ALT5) leased ~9,900 sq. ft. from Live Ventures in its Las Vegas office; ALT5 paid Live Ventures $58,000 for the six months ended March 31, 2025 and $75,000 for the six months ended March 31, 2024. Tony Isaac is President and a director of ALT5; Live Ventures director Richard Butler is also an ALT5 director .
• Additional related-party financing (Board-level context): Multiple loans and revolving facilities with ICG, wholly controlled by Jon Isaac (CEO/Chair). While not directly tied to Tony, they elevate overall related-party exposure overseen by the Board (e.g., $2.0M ICG Loan at 12.5% maturing May 2025; ICG Revolver outstanding $6.9M at Mar 31, 2025; $5.0M ICG Flooring Liquidators Loan at 12%; $2.6M ICG PMW Note at 12%) .

Governance Assessment

• Strengths

  • Independent committees with defined charters; committees comprised solely of independent directors in FY2024; designated audit committee financial expert (De Gao). Committee activity: Audit (5 meetings), Compensation (2), Governance & Nominating (2) in FY2024 .
  • Board and committee attendance: No director below 75%; Board met four times in FY2024 .
  • Policy infrastructure: Code of Conduct; hedging policy prohibiting hedging transactions by directors; insider trading policy .

• Concerns and potential red flags

  • Non-independence: Tony Isaac is not designated independent and is the CEO/Chair’s father; concentration of control (51.2% beneficial ownership by CEO/ICG) raises minority shareholder protection and oversight questions .
  • No Lead Independent Director while CEO serves as Chair, which can weaken independent oversight—especially given family ties on the Board .
  • Related-party exposure: ALT5 lease payments to Live Ventures while Tony (and Butler) serve on ALT5’s board; appearance of interlock-related transactions requires robust recusal and audit committee oversight .
  • Director compensation alignment: No equity compensation reported for directors in FY2024; Tony’s compensation was entirely cash plus a $100,000 consulting fee, which can be perceived as a conflict or influence risk unless clearly scoped and overseen by independent directors .

Shareholder feedback context: The company cites “overwhelming” approval in the 2022 say-on-pay vote; Board recommends triennial say-on-pay frequency for 2025 .

Appendix: Director Compensation Detail (FY2024)

Appendix: Committee Structure and Activity (FY2024)