Craig Smith
About Craig Smith
Craig Smith is 30 and serves as Signing Day Sports’ Secretary and Chief Operating Officer (COO) since April 2024; previously Chief of Development (Feb 2023–Apr 2024). He holds a BA in sports management from Siena Heights University and brings college football operations and recruiting experience from San Diego State University and Indiana State University . Company filings do not disclose executive-specific TSR or revenue/EBITDA growth metrics tied to his performance; compensation uses time-based equity awards and discretionary cash bonuses rather than stated financial KPI scorecards .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Signing Day Sports | Chief of Development | Feb 2023–Apr 2024 | Product and growth development prior to elevation to COO |
| San Diego State University | Director of Player Personnel | Jan 2022–Feb 2023 | Recruiting operations and talent pipeline management |
| San Diego State University | Assistant Director of Football Operations | Jan 2020–Dec 2021 | Football operations support and logistics |
| Indiana State University | Director of Football Operations and Player Personnel | Jan 2017–Jan 2020 | Program operations and recruiting oversight |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No external public company directorships disclosed in proxy filings . |
Fixed Compensation
| Metric | FY 2024 | FY 2025 (approved/announced) |
|---|---|---|
| Base salary ($) | 150,000 | 150,000 (per employment agreement; 2025 proxy tables not yet provided) |
| Target bonus (%) | Not disclosed | Not disclosed |
| Actual cash bonus ($) | — (none disclosed for 2024) | 105,000 discretionary bonus approved Apr 17, 2025 |
| All other compensation ($) | 4,224 (healthcare benefits) | Not disclosed |
FY 2024 total compensation: $284,185 (Salary $150,000; Stock awards $129,961; All other $4,224) .
Performance Compensation
Equity Awards – Restricted/Common Stock
| Grant type | Grant date | Shares | Vesting schedule | Notes/Fair value reference |
|---|---|---|---|---|
| Restricted common stock | Mar 12, 2024 | 1,874 | 469 vested at grant; remaining vests in eight equal quarterly installments over two years (target dates: Mar 12, 2025; Jun 12, 2025; Sep 12, 2025; Dec 12, 2025; Mar 12, 2026) | Time-based vesting; ASC 718 valuation |
| Restricted common stock | Jun 13, 2024 | 2,084 | Four equal increments on Sep 13, 2024; Dec 13, 2024; Mar 13, 2025; Jun 13, 2025 | Time-based vesting; ASC 718 valuation |
| Common stock (under Plan) | Oct 16, 2024 | 7,292 | Grant disclosed; vesting terms not specified as restricted in proxy (treated as stock award in SCT) | Award reflected in 2024 stock awards ($129,961) |
As of Dec 31, 2024, unvested restricted shares outstanding for Smith: 878 (RSA Mar 12, 2024; market value $2,309 at $2.63/sh) and 1,042 (RSA Jun 13, 2024; market value $2,740) . The $2.63 per share is the closing price on Dec 31, 2024 per proxy .
Option Awards
| Grant date | Exercise price ($) | Expiration | Exercisable (#) | Unexercisable (#) | Vesting schedule |
|---|---|---|---|---|---|
| May 3, 2023 | 120.00 | May 3, 2033 | 536 | 506 | Unexercised portion vests in 35 equal monthly installments |
No performance (financial) metrics disclosed for Smith’s equity awards; awards are service-based vesting under the 2022 Equity Incentive Plan .
Incentive Plan Framework
- Plan permits RSAs/RSUs, options, SARs, and “Performance Compensation Awards” with KPI-based goals (e.g., revenue, margins, TSR), but Smith-specific performance metric weightings/targets are not disclosed .
Equity Ownership & Alignment
| Metric | Value |
|---|---|
| Total beneficial ownership (shares) | 9,528 (8,775 common + 752 options exercisable within 60 days) |
| Ownership (% of outstanding) | 0.2% (based on 3,947,781 shares outstanding as of record date) |
| Options – exercisable vs. unexercisable | 536 exercisable; 506 unexercisable at 12/31/2024 |
| Unvested restricted shares | 878 and 1,042, with scheduled vest dates through Mar/Jun 2025, then quarterly to Mar 2026 |
| Hedging/pledging | Company policy prohibits hedging and pledging (margin accounts or collateralization) without prior approval; derivatives/shorts barred |
| Changes in control/pledge arrangements | Company states no arrangements (including pledges) known that may result in a change in control |
| Ownership guidelines | Not disclosed |
Employment Terms
| Term | Details |
|---|---|
| Employment agreement | Executive Employment Agreement dated Apr 22, 2024; role: COO; base salary $150,000; eligible benefits; PTO per policy |
| Severance (change-of-control) | Amendment No. 1 dated Jul 9, 2024: if Company terminates Smith upon a Change of Control, severance equals one-half of base salary, payable over six monthly installments; release requirement may apply |
| Severance (without cause) | Not disclosed for Smith beyond the change-of-control provision; prior year proxy states NEO severance as disclosed in agreements only |
| Clawback | Board-adopted Clawback Policy on Nov 2, 2023; recovery of erroneously awarded incentive-based compensation upon required accounting restatement (material noncompliance) |
| Non-compete / non-solicit | Confidentiality/Inventions Assignment agreements include non-compete during employment; non-solicitation during employment and for one year after employment; non-disparagement during and after employment |
| Indemnification & D&O | Executive indemnification agreements; D&O insurance coverage in place |
| Future status (business combination) | Upon closing of the contemplated Business Combination, Smith’s employment agreement to be terminated with no continuing liability; new Executive Consulting Agreement for 24-month term with certain severance compensation |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Service-based equity (RSAs) | N/A | Continuous service | Ongoing | Shares vest per schedules | Quarterly/equal increments per grant-specific dates |
| Discretionary cash bonus | N/A | Committee discretion | Approved Apr 17, 2025 | $105,000 cash | Immediate |
Vesting Calendar and Potential Selling Pressure
| Date | Instrument | Quantity |
|---|---|---|
| Mar 13, 2025 | RSA (Jun 13, 2024 grant) | ~521 shares (one of four equal increments) |
| Jun 13, 2025 | RSA (Jun 13, 2024 grant) | ~521 shares (final increment) |
| Mar 12, 2025; Jun 12, 2025; Sep 12, 2025; Dec 12, 2025; Mar 12, 2026 | RSA (Mar 12, 2024 grant) | Remaining 1,405 shares over five equal quarterly tranches |
| Monthly through 2036 | Options (May 3, 2023 grant) | Unexercisable 506 vest in 35 equal monthly installments (schedule began at grant) |
Unvested RSAs and ongoing monthly option vesting create periodic unlocks that may coincide with increased liquidity windows, subject to insider trading policy and blackouts .
Governance and Roles
- Chairs the Disclosure Controls and Procedures Committee; committee oversees disclosure controls/processes and SEC reporting accuracy .
- Acted as designated proxy holder (with CEO) for 2025 Annual Meeting proxy solicitation mechanics .
Investment Implications
- Pay-for-performance alignment is modest: Smith’s compensation relies on time-based equity and discretionary cash bonuses; no disclosed KPI-weighted PSU framework ties payouts to revenue, EBITDA, margins, or TSR, increasing subjectivity and potential pay-performance mismatch .
- Retention risk appears contained near term via ongoing RSA and option vesting plus a limited change-of-control severance (0.5x base), though the contemplated Business Combination transitions him to a 24-month consulting role, introducing role continuity uncertainty post-closing .
- Alignment safeguards: Clawback policy, prohibitions on hedging/pledging, and D&O/indemnification reduce governance risk; however, absence of ownership guidelines and relatively small personal stake (0.2% of shares) suggest limited “skin in the game” leverage vs. shareholder interests .
- Trading signals: Upcoming RSA vest tranches in Mar/Jun 2025 and quarterly through Mar 2026, plus monthly option vesting, create known unlock windows; monitor Form 4 filings for sales near vest dates and blackout periods per insider policy .