Jeremy Murphy
About Jeremy Murphy
Jeremy Murphy (age 42) is an independent director of Research Solutions, Inc. (RSSS), appointed to the board on November 14, 2023. He is Executive Chairman at Tiki.com (travel ad-tech) and CEO & CCO of Munifi LLC (AI for fixed income), with prior roles as COO/President at ClickTripz and earlier experience at Goldman Sachs and a Gulf-based family office. He holds an MBA (UCLA Anderson, top 1%) and JD (UCLA Law, Dean’s Scholar), and a BA in Economics (UCLA). His board credentials emphasize AI/software product strategy, data analytics, and capital markets.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ClickTripz (acquired into Tiki brand) | COO & President | ~2015–2025 (current leadership moved into Tiki brand) | Led AI-powered conversational ad products; scaled contextual ad network for travel |
| TheSuitest | Co-founder | Pre-2015 to 2015 (acquired by ClickTripz) | Hotel data analytics using NLP |
| Goldman Sachs & Co. | Analyst, Investment Management | Prior to 2015 | Team overseeing nearly $10B in assets |
| Gulf Bank of Kuwait (investment arm) | Risk manager/analyst | Prior to 2015 | Oversaw hedge fund investments |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Tiki.com | Executive Chairman | 2025 | Travel ad-tech; formerly ClickTripz; leadership biography lists RSSS board role |
| Munifi LLC | CEO & Chief Compliance Officer | 2024-06-13 | Registered investment adviser representative (CA) |
| Research Solutions (RSSS) | Director | 2023-11-14 | Independent; committee chair/member roles below |
Board Governance
- Committee assignments (FY2025): Chair, Nominating & Governance Committee; Member, Audit Committee. The board determined Murphy is independent under Nasdaq rules.
- Board/committee activity (FY2025): Board met 6 times; Audit 4; Compensation 6; Nominating & Governance 3. Each director attended at least 75% of aggregate board and committee meetings.
- Independence, trading/hedging: Insider Trading Policy (amended July 1, 2025) prohibits hedging and pledging; as of the proxy date, no executive officers or non-employee directors engaged in hedging or pledging.
- Roles context (FY2024 for continuity): Same committee chair/member structure, with Murphy as Chair of Nominating & Governance and member of Audit.
Fixed Compensation
| Component (Director) | FY 2024 | FY 2025 |
|---|---|---|
| Cash fees (US$) | $15,000 | $27,000 |
| Option awards (grant-date fair value, US$) | $79,381 | $70,000 |
| Total (US$) | $94,381 | $97,000 |
| Standard program (non-employee directors) | $18,000 cash; 50,000 options (prorated if partial year) | $27,000 cash; 50,000 options |
Notes:
- The proxy does not disclose separate fees for committee chairs; non-employee directors (including chairs) received the same cash and option structure in FY2025.
- Option awards are used for director equity compensation; no RSUs/PSUs disclosed for directors.
Performance Compensation
- Directors’ equity is delivered in stock options; no director-specific performance metrics, PSUs, or TSR-based conditions are disclosed for directors.
- Illustrative vesting detail from Form 4 (Nov 12, 2025 grant): 50,000 options at $3.07; one-third vests on 11/12/2026, then one-twelfth quarterly from 12/31/2026 until fully vested (time-based).
Other Directorships & Interlocks
| Company | Public? | Role | Notes |
|---|---|---|---|
| Research Solutions (RSSS) | Public (Nasdaq) | Director | Only public company board disclosed in RSSS proxy bios |
| Tiki.com | Private | Executive Chairman | Travel ad-tech; no RSSS related-party transactions disclosed |
| Munifi LLC | Private/Registered adviser | CEO & CCO | RIA registration info; no RSSS related-party transactions disclosed |
No other public company directorships are disclosed for Murphy in the RSSS proxies.
Expertise & Qualifications
- AI/software and analytics: Led AI conversational ad products at ClickTripz/Tiki; co-founded data analytics platform TheSuitest.
- Finance and risk: Goldman Sachs (investment management, ~$10B team exposure) and risk roles at a Gulf region investment arm.
- Education/certifications: MBA (UCLA Anderson, top 1% and Fred Weston Award), JD (UCLA Law, Dean’s Scholar), BA Economics (UCLA); registered as an Investment Adviser Representative (CA).
Equity Ownership
| Item | Value/Detail |
|---|---|
| Beneficial ownership (shares) | 48,530; less than 1% of outstanding (32,821,783 shares) |
| Options outstanding (as of 6/30/2025) | 60,137 options @ $2.73; 50,000 options @ $2.79 |
| Hedging/pledging | Prohibited; none disclosed for directors/executives as of proxy date |
| Related-party transactions | None meeting disclosure thresholds since July 1, 2024 (and none since July 1, 2021 per prior proxy) |
Insider Trades (Form 3/4 since appointment)
| Date (txn) | Filing Date | Type | Security | Qty | Price | Post-transaction holdings | Source |
|---|---|---|---|---|---|---|---|
| 2023-11-14 | 2023-11-17 | Form 3 | — | — | — | Initial filing as director | https://www.sec.gov/Archives/edgar/data/1386301/000200129623000001/0002001296-23-000001-index.htm |
| 2023-12-06 | 2023-12-08 | A (Award) | Stock options | 60,137 | $2.73 | 50,000–60,137 options reported; see amended filing | https://www.sec.gov/Archives/edgar/data/1386301/000110465923124807/0001104659-23-124807-index.htm |
| 2023-12-06 | 2024-09-24 | 4/A (Amend) | Stock options | 60,137 | $2.73 | 60,137 options | https://www.sec.gov/Archives/edgar/data/1386301/000110465924102363/0001104659-24-102363-index.htm |
| 2024-11-12 | 2024-11-13 | A (Award) | Stock options | 50,000 | $2.79 | 50,000 options | https://www.sec.gov/Archives/edgar/data/1386301/000110465924117864/0001104659-24-117864-index.htm |
| 2025-11-12 | 2025-11-14 | A (Award) | Stock options | 50,000 | $3.07 | 50,000 options (new grant) | https://www.sec.gov/Archives/edgar/data/1386301/000110465925112823/0001104659-25-112823-index.htm |
Governance Assessment
- Board effectiveness: As Chair of Nominating & Governance and a member of Audit, Murphy sits in core oversight roles for board composition, governance policy, and financial reporting; the board reports strong attendance (≥75%) and active committee cadence (Audit 4; Comp 6; N&G 3 in FY2025). These are positive signals for governance discipline.
- Independence and conflicts: Board affirmatively deems him independent; no related-party transactions involving Murphy are disclosed; hedging/pledging prohibited and none reported—reducing alignment risks.
- Compensation and alignment: Director pay skews toward equity (annual 50,000 option grants), aligning incentives with shareholder value; FY2024→FY2025 total comp increased modestly ($94.4k → $97.0k) with higher cash retainer and steady option size—no unusual guarantees or pay anomalies disclosed.
- Risk indicators and red flags: No late Section 16 filings noted for Murphy (FY2025 proxy cites one late Form 4 for another director); no litigation or SEC investigations disclosed related to Murphy; no option repricings or related-party exposures disclosed. Overall, low governance red flag profile.
Board Governance (detail)
- Committee memberships and chairs (FY2025):
- Nominating & Governance: Chair (Murphy)
- Audit: Member (Murphy); Audit Chair is Kenneth L. Gayron (audit committee financial expert)
- Attendance: Each director attended ≥75% of board and committee meetings in FY2025; Board met 6x (Audit 4x; Comp 6x; N&G 3x).
- Independence: Murphy meets Nasdaq independence standards (including committee independence).
Related-Party & Conflicts (monitoring)
- Transactions: No reportable related-party transactions since July 1, 2024; prior proxy also reported none since July 1, 2021.
- Hedging/pledging: Policy prohibits; none reported.
- Interlocks: No shared public-company directorships disclosed that would pose conflicts with RSSS’s customer/supplier/competitor set.
Director Compensation (detail)
| Element | FY 2024 | FY 2025 |
|---|---|---|
| Annual retainer (cash) | $18,000 standard; Murphy actual $15,000 (prorated partial year) | $27,000 standard and actual |
| Committee chair/member fees | Not disclosed (none specified) | Not disclosed (none specified) |
| Meeting fees | Not disclosed | Not disclosed |
| Equity grant | Options, typically 50,000 annually | Options, 50,000 annually |
Say-on-Pay & Shareholder Feedback (context)
- Annual say-on-pay presented; frequency vote scheduled in 2025 proxy cycle (recommendation: 1 year). Results reported by 8-K after meetings, not in proxy at time of printing.
Compensation Committee (context)
- Comp Committee chaired by Barbara Cooperman; uses AIP (ARR growth, adjusted EBITDA, cash flow, OKRs) and LTEBP (stock-price tier vesting) for executives. Director compensation is separate and not performance-based.
Employment & Contracts (board service)
- Board start date: November 14, 2023.
- Years of service: ~2 years as of the 2025 proxy.
- No director service contract terms, severance, or change-in-control provisions specific to directors disclosed.
Performance & Track Record (board service signals)
- Governance leadership: Chairs Nominating & Governance; participates in Audit oversight (Audit Committee report signed by members including Murphy).
- Attendance: Board reports strong attendance in FY2024 and FY2025.
RED FLAGS
- None disclosed: no related-party transactions, no hedging/pledging, no say-on-pay controversies noted in proxies, no option repricings, and no Section 16 issues for Murphy.
Overall implication: Murphy’s independence, committee leadership, and equity-heavy director pay indicate alignment and active governance with low conflict risk. Investors should monitor annual option grants (size and vesting), policy compliance, and any evolving outside roles at Tiki/Munifi for potential future interlocks, though none are present today.