Christopher Perrucci
About Christopher Perrucci
Christopher Perrucci, age 64, has served as an independent director of Standard Premium Finance Holdings, Inc. since 2017. He is a licensed attorney in Ohio (since 1985) with over three decades of experience in contracts, information systems, and business management, and holds a B.S. in Legal Administration from Ball State University (1982) and a J.D. from the University of Dayton School of Law (1985) . Tenure on SPFX’s board: 8 years (2017–present); core credentials include legal, data licensing, product development, and technology-business leadership .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lexis-Nexis | Product and systems development, licensing, data acquisition | 10 years (prior to 1996) | Built legal information products; data licensing expertise |
| Database Technologies → DBT Online (NYSE) | VP & Director of Business Development | Jun 1996–Dec 1999 | Led data acquisition, product/database development; assisted IPO transition |
| Intellicorp | President | Jan 2000–Apr 2004 | Grew business from ~$0.2m/2 employees to ~$4m/25 employees |
| SOI Online, LLC | Founder (OnlineCriminalChecks.com) | Founded 2002; President/CEO since 2015 | Retail online criminal background checks platform |
| Max Technologies, LLC | Founder; President/CEO | Founded 2012; President/CEO since 2015 | Technology-based probation/parole monitoring for courts |
| C R Perrucci Co., LPA | Managing Attorney | Since 2015 | Legal counsel, contracts and business management |
External Roles
| Organization | Role | Status/Years | Notes |
|---|---|---|---|
| SOI Online, LLC | President/CEO | Since 2015 | Operates OnlineCriminalChecks.com |
| Max Technologies, LLC | President/CEO | Since 2015 (founded 2012) | Court monitoring technology |
| C R Perrucci Co., LPA | Managing Attorney | Since 2015 | Legal practice |
| Bayshore Corporate Finance, LLC | Manager (historic) | Manager until Dec 2019 | Perrucci had no ownership; company paid Bayshore $109,105 in 2024; agreement terminated Dec 24, 2024 |
Board Governance
- Independence: The Board determined Chris Perrucci is independent under Nasdaq standards .
- Committees: Current Audit Committee members are Howell, Kutner, Leavitt; Compensation Committee members are Howell, Kutner, Hoechner; Nominating Committee is standing (membership not listed). Perrucci is not listed on these committees, and no chair roles are disclosed for him .
- Attendance: Board held five telephonic meetings in FY2024; no director attended fewer than 75% (director-specific attendance not disclosed) .
- Lead independent director: The Board has not appointed a lead outside director .
- Director election (investor support): At the Nov 7, 2025 annual meeting, Perrucci received 1,376,939 votes “For,” 0 “Withheld,” with 1,401 broker non-votes, indicating strong support .
Fixed Compensation
| Component | FY2024 | FY2023 |
|---|---|---|
| Annual retainer (cash) | $0 – Company did not pay director compensation | $0 – Company did not pay director compensation |
| Committee membership fees | $0 – Not paid | $0 – Not paid |
| Committee chair fees | $0 – Not paid | $0 – Not paid |
| Meeting fees | $0 – Not paid | $0 – Not paid |
| Equity grants to non-employee directors | None disclosed for Board service | None disclosed for Board service |
Performance Compensation
| Metric Category | Details |
|---|---|
| Performance metrics tied to director compensation | Not applicable; no director compensation program disclosed for 2023–2024 |
Note: Executive performance plans exist for CEO/CFO (e.g., EPS improvement, credit facility size, Nasdaq listing) but these pertain to executives, not directors .
Other Directorships & Interlocks
| Type | Company | Role | Notes |
|---|---|---|---|
| Public company boards | None disclosed | — | Perrucci’s biography lists private company roles; no public company directorships disclosed |
| Private entity interlock (historic) | Bayshore Corporate Finance, LLC | Manager (retired Dec 2019) | Historical management alongside SPFX directors Howell & Leavitt; no ownership; consulting agreement terminated Dec 24, 2024 |
Expertise & Qualifications
- Legal expertise (contracts, data licensing, information systems) and executive leadership in information companies (Lexis-Nexis, DBT Online, Intellicorp, SOI Online, Max Technologies) .
- Education: B.S. Legal Administration (Ball State), J.D. (University of Dayton) .
- Board contribution: Information systems and technology oversight capability cited by SPFX .
Equity Ownership
| Snapshot Date | Direct Shares | Options/Warrants | Percent of Common | Notes |
|---|---|---|---|---|
| Sep 8, 2025 | 66,500 | None disclosed (warrants expired) | 2.0% | 3,001,216 common outstanding; preferred 166,000 |
| Sep 1, 2024 | 66,500 direct + 25,000 warrants (Class W12, $12.00) | 25,000 warrants (exercisable) | 2.1% | Warrants scheduled to expire Mar 31, 2025 |
- Vested vs. unvested: 2024 warrants were exercisable; by 2025, relevant warrants expired and are not included in beneficial ownership .
- Pledging/Hedging: Company prohibits short sales and option transactions by directors, officers, employees under insider trading policy; pledging not explicitly addressed in disclosures .
Governance Assessment
- Alignment: Perrucci holds 2.0% of common stock (2025), providing meaningful but not controlling alignment; prior year included exercisable warrants that expired in 2025 .
- Committee influence: Not currently a member of Audit, Compensation, or Nominating; governance impact is through full-board oversight rather than committee leadership .
- Independence and attendance: Affirmed independent; board-level attendance met ≥75% threshold in 2024, supporting baseline engagement .
- Investor confidence signals: Strong re-election vote in 2025 (1,376,939 For; 0 Withheld), and clean Section 16 compliance disclosures for FY2024 .
- Related-party risk: Historical interlock with Bayshore Corporate Finance (managers included Perrucci) while SPFX paid Bayshore $109,105 in 2024; mitigants include no ownership interest by Perrucci and termination of the agreement on Dec 24, 2024. Monitor for legacy influence and any successor arrangements. RED FLAG (historical): related-party consulting with a firm managed by SPFX directors, including Perrucci; positive that it was terminated .
- Other related-party exposures (not Perrucci-specific): Office lease with entity owned by CEO/Secretary/>5% shareholder; insider loans from CEO, CFO, director Wall, VP Mattucci; line of credit personally guaranteed by CEO and two directors (not identified as Perrucci) .
Say-on-Pay & Shareholder Feedback
| Meeting Date | Item | Result |
|---|---|---|
| Nov 7, 2025 | Election of Directors (incl. Christopher Perrucci) | Perrucci: 1,376,939 For; 0 Withheld; 1,401 broker non-votes |
| Nov 7, 2025 | Auditor ratification (Stephano Slack, LLC) | 1,378,340 For; 0 Against; 0 Abstain |
No explicit say-on-pay proposal disclosed in the 2025 meeting materials .
Compensation Committee Analysis
- Composition: Compensation Committee comprised of Howell, Kutner, Hoechner (independent) in 2025 .
- Consultants: No compensation consultant disclosures; committee administers equity/benefit plans .
- Committee composition changes: 2024 committee listed Howell and Christian Hoechner; 2025 added Kutner (reflects evolution) .
Related Party Transactions
- Bayshore Corporate Finance, LLC consulting agreement: SPFX paid $109,105 in 2024; $67,433 in 2023; directors Howell, Perrucci, Leavitt were managers at execution but retired from Bayshore management in Dec 2019; agreement terminated Dec 24, 2024 (no ownership interests for those directors) .
- Office lease: With Marlenko Acquisitions, LLC (owned by CEO, Secretary, >5% shareholder); rent $7,472/month; utilities/taxes/maintenance paid by company (not linked to Perrucci) .
- Insider loans: Advances by CEO ($755,000), director Wall ($166,000), VP Mattucci ($160,000), CFO Krogol ($188,040); monthly interest at 8% (not linked to Perrucci) .
- Notes payable to stockholders/related parties: $3,039,040 outstanding as of Dec 31, 2024; 8% interest; maturities through Nov 30, 2028 (counterparties not itemized by name here) .
Review/Approval: Related-party transactions require review/approval by independent directors; conflicts must be reported per Business Ethics and Conduct Policy .
RED FLAGS
- Historical related-party consulting interlock (Bayshore) involving Perrucci as a manager (no ownership), with payments in 2024; agreement terminated Dec 24, 2024—mitigated but warrants ongoing monitoring .
Notes
- Director compensation: SPFX did not pay directors for board service in 2023 and 2024; therefore, no cash/equity retainer or performance metrics apply to directors for these years .
- Insider trades: No Form 4 data was identified in available company filings; Section 16 compliance noted for FY2024 .