Marc Shiffman
About Marc Shiffman
Marc Shiffman, age 57, is Lead Independent Director and an Audit Committee member of SpringBig Holdings (SBIG). He was appointed to the Board on September 23, 2024, and designated Lead Independent Director; he is independent under Nasdaq/SEC rules (the Board determined all directors other than the CEO are independent) . Shiffman previously served as President/CFO and later CEO of SMS Assist until its sale to Lessen Inc. in January 2023; he holds a BA in Economics from Wharton and an MBA from Chicago Booth .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SMS Assist | President & CFO; CEO; Board Director | CFO/President prior to April 2019; CEO from April 2019 to sale in Jan 2023 | Led scaling and sale to Lessen Inc.; combination created a $2B market-leading platform in property services tech |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Chicago Innovation | Board of Advisors | Current | Advisory role; non-profit board position |
Board Governance
- Independence: The Board determined all directors other than Jeffrey Harris are independent; Shiffman is independent under Nasdaq Rule 10A-3 and SEC rules .
- Committee assignments: Audit Committee member (with Sergey Sherman as Chair); the Audit Committee met 4 times in FY2024 .
- Lead Independent Director responsibilities: Shiffman is spearheading CEO and CFO succession searches and leading the transition team .
- Attendance: The Board met 7 times in FY2024; each director attended at least 75% of aggregate Board and applicable committee meetings during FY2023 and FY2024 .
- Committee structure change: Compensation and Nominating/Corporate Governance Committees were abolished on September 1, 2023 following Nasdaq delisting and OTCQX trading transition .
- Investor nomination rights: Shiffman was appointed pursuant to a Director Nomination Agreement with investors Shalcor Management and Lightbank, who held rights to designate directors in connection with convertible note financing .
Fixed Compensation
| Component | FY2024 | FY2025 | Notes |
|---|---|---|---|
| Annual cash retainer | $0 | $0 | “The Company did not compensate any members of the Board of Directors for the fiscal year ended December 31, 2024 or thereafter.” |
| Committee membership fees | $0 | $0 | No director fees disclosed for 2024/thereafter |
| Committee chair fees | $0 | $0 | No director fees disclosed for 2024/thereafter |
| Meeting fees | $0 | $0 | No director fees disclosed for 2024/thereafter |
Performance Compensation
| Grant Type | Grant/Txn Date | Shares/Units | Price | Vesting/Terms | Post-Transaction Ownership |
|---|---|---|---|---|---|
| Common Stock award (Form 4) | 2025-08-29 (filed 2025-09-03) | 1,193,623 | $0.00 | Award of common stock; director ownership is direct | 1,193,623 shares owned after transaction |
| Initial filing (Form 3) | 2024-09-23 (filed 2024-10-01) | N/A | N/A | Director appointment filing; baseline ownership at appointment | Form 3 filed; no securities reported |
No performance metrics, PSUs, options, or director equity guidelines are disclosed for Shiffman. The company’s proxy states no director compensation for FY2024 and thereafter, suggesting a cash/equity fee moratorium; the award above is directly evidenced by the Form 4 .
Other Directorships & Interlocks
| Company/Entity | Public/Private | Role | Interlock/Notes |
|---|---|---|---|
| SMS Assist | Private (acquired by Lessen Inc.) | Board Director; President/CFO; CEO | Sale announced Jan 2023; scaled business pre-sale |
| Chicago Innovation | Non-profit | Board of Advisors | Advisory role |
| Investor nomination linkage | N/A | N/A | Appointment pursuant to Nomination Agreement linked to Shalcor/Lightbank designations, creating investor influence on board composition |
Expertise & Qualifications
- Technology and operations: Led property-tech platform SMS Assist; scaled and executed strategic sale in 2023 .
- Financial acumen: Former CFO and President; Audit Committee member; Board notes audit committee members meet financial literacy requirements .
- Education: BA Economics (Wharton); MBA (Chicago Booth) .
Equity Ownership
| Date | Beneficial Ownership (Common Shares) | Percent of Outstanding | Notes |
|---|---|---|---|
| January 29, 2025 | 0 | Not disclosed | Shiffman shown as “—” in beneficial ownership table as of record date |
| August 29, 2025 | 1,193,623 | Not disclosed | Post-award ownership per Form 4; outstanding share count at that date is not disclosed in filings cited |
Shares pledged/hedged: No pledging/hedging disclosures found in the proxy for directors; no pledging noted for Shiffman [Search conducted; no explicit policy found in DEF 14A] .
Shareholder Voting Signal (2025 Annual Meeting)
| Proposal | Votes For | Votes Withheld/Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Elect Marc Shiffman (Class II) | 15,916,865 | 580,182 | — | 9,869,749 |
| Ratify auditor (Withum) | 26,321,455 | 45,008 | 333 | 0 |
| Reverse split authority (5–100:1) | 26,042,740 | 324,056 | 0 | 0 |
Governance Assessment
- Strengths: Independent Lead Director with CFO/CEO background; active leadership in CEO/CFO transitions; Audit Committee membership with financial literacy; strong shareholder support for his election .
- Watch items: Board eliminated Compensation and Nominating/Governance Committees in 2023 (reduces formal oversight channels); investor Nomination Agreement grants external parties board designation rights (potential influence/interlocks); large common stock award in Aug 2025 warrants monitoring for alignment and dilution context given reverse split authority .
- Conflicts/related-party: No related-party transactions disclosed involving Shiffman; no family relationships; appointment “except for the Nomination Agreement” indicates investor-linked appointment but no separate arrangements .
Overall signal: Shiffman’s independent leadership and financial expertise support board effectiveness during executive transitions; however, the investor-driven board composition and committee structure changes introduce governance risk that investors should monitor alongside any future director equity awards and reverse split actions .