David Falk

About David Falk

David B. Falk serves as an independent director and Senior Advisor at PUCK (Goal Acquisitions Corp.). He is the founder of Falk Associates Management Enterprises (FAME), formerly vice chairman of ProServ, and a prominent sports agent credited with negotiating landmark NBA contracts (e.g., Alonzo Mourning’s $100M in 1995; Michael Jordan’s $30M one-year deal in 1996) and influencing creation of “Air Jordan”; he was executive producer of “Space Jam” and is an investor in Consumable, Hyperwave, Ostendo, Wheels Up, and Block Six Analytics; he sits on Syracuse University’s Board of Trustees and endowed the David B. Falk College of Sports and Human Dynamics . Falk is 74 years old per the FY2023 10-K .

Past Roles

External Roles

Board Governance

• Committee assignments: Falk is an independent director and a member of the Audit Committee; the Audit Committee is chaired by Donna Orender and includes Falk and Kenneth Shropshire .
• Independence: PUCK’s board determined Falk is “independent” under Nasdaq listing rules; PUCK’s independent directors hold regularly scheduled meetings (executive sessions) .
• Board structure: PUCK’s board is staggered (three classes) .
• Conflicts framework: PUCK’s charter renounces corporate opportunities offered to officers/directors except when offered solely in their capacity; affiliated transactions require a fairness opinion and approval by disinterested independent directors .
• Sponsor indemnity oversight: If the trust account falls below $10.00 per share and the Sponsor contests liability, independent directors would determine whether to take legal action; independent directors may choose not to enforce indemnification in some instances .

Fixed Compensation

PUCK discloses that directors may receive compensation only after a business combination is completed .

Performance Compensation

No RSU/PSU/option awards, performance goals, or vesting schedules are disclosed for Falk as a director to date .

Other Directorships & Interlocks

• No current public company directorships are disclosed for Falk in PUCK filings reviewed. External roles include Board of Trustees at Syracuse University and multiple private investments; PUCK also notes pre-existing fiduciary obligations to Falk Associates Management Enterprises .
• Sponsor membership: Footnote indicates each named officer/director is a member of Goal Acquisitions Sponsor LLC (though “rule of three” prevents individual beneficial ownership attribution of Sponsor securities) .

Expertise & Qualifications

• Core credentials: Elite sports management, contract negotiation, brand-building (Air Jordan), executive production, and sports/entertainment industry network .
• Industry experience: Decades in sports representation and media; investments across tech and aviation .
• Governance skill: Audit committee service; independence under Nasdaq rules .

Equity Ownership

• Vested vs unvested, options, and pledging: Not disclosed in filings reviewed. Sponsor holds founders’ shares/private shares; members (including directors) are not individually deemed beneficial owners under the “rule of three” .

Insider trades: No Form 4 transactions were found for “David Falk” at PUCK between 2023-01-01 and 2025-11-20 (insider-trades skill result).

Governance Assessment

• Alignment: Falk’s 150,000-share position (~2.0%) provides equity alignment, but overall voting power is dominated by the Sponsor (e.g., ~63–64% reported in 2024–2025), limiting outside shareholder influence .
• Committee effectiveness: Audit Committee comprises three independent directors (including Falk) and follows an approved charter; the committee pre-approves auditor services going forward .
• Independence and conflicts controls: PUCK requires fairness opinions and majority approval by disinterested independent directors for affiliated business combinations; independent directors hold executive sessions .
• Sponsor-centric incentives: Founders’ shares and private units become worthless if the business combination fails—this creates strong incentives for directors and affiliates to support extensions and completion (explicitly highlighted in proxy risk disclosures) .
• Legal oversight of trust protection: Independent directors may need to decide whether to enforce sponsor indemnification if the trust falls below $10 per share, and could choose not to litigate—this is a governance sensitivity that can affect investor outcomes .

RED FLAGS

• Sponsor control and voting dominance can overshadow minority shareholders; directors and officers agreed to vote in favor of the business combination, further consolidating sponsor influence .
• Strong incentive to complete the Digital Virgo business combination due to founders’ shares/private units becoming worthless if the deal fails (explicit dollar market values disclosed in proxies) .
• Directors are members of the Sponsor, creating potential perceived conflicts, even if individual beneficial ownership of Sponsor securities is not attributed under the “rule of three” .
• Independent directors might choose not to enforce sponsor indemnification obligations regarding the trust account in some cases, potentially reducing recovery for public shareholders below $10.00/share .

Overall: Falk brings extensive sports and branding expertise and serves on the independent Audit Committee. However, SPAC-specific incentives (founders’ shares/private units) and sponsor control present structural governance risks that can affect investor confidence and perceived independence around transaction approvals and extension votes .