Rashaun Williams
About Rashaun Williams
Rashaun Williams (age 44) serves as Chief Financial Officer and Director of ShoulderUp Technology Acquisition Corp. (“SUAC”). He was appointed CFO effective December 1, 2023 and previously joined the Board on May 2, 2023 to fill a vacancy . Williams is a venture capitalist and family office investor with 150+ investments and 40+ exits; he is a general partner in MVP All-Star Fund, co-founded Queensbridge Venture Partners (early investor in Robinhood, Coinbase, Casper, Ring, PillPack, Lyft, Dropbox), operates Value Investment Group, and previously worked at Goldman Sachs, Wachovia Securities, and Deutsche Bank; he graduated summa cum laude from Morehouse College . As a SPAC, SUAC discloses that executive officers have not received cash compensation prior to a business combination, and does not present TSR/revenue/EBITDA performance metrics tied to executive pay at this stage .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MVP All-Star Fund | General Partner | Not disclosed | Late-stage tech fund GP; capital deployment and portfolio management |
| Queensbridge Venture Partners | Co-Founder / Early Investor | Not disclosed | Early investments in Robinhood, Coinbase, Casper, Ring, PillPack, Lyft, Dropbox |
| Value Investment Group (Family Office) | Private Equity Investor | Not disclosed | Family office investing; alternative markets focus |
| Goldman Sachs; Wachovia Securities; Deutsche Bank | Roles in finance (Wall Street) | Not disclosed | Brought capital to emerging, diverse, and alternative markets |
| Dixsville Partners | Founder | 2007 | Private equity investing in infrastructure development and mineral companies in West Africa |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Morehouse College | Adjunct Professor | Not disclosed | Financial literacy and entrepreneurship education |
| Fisk University | Board of Trustees | Since 2015 | Governance role at academic institution |
| Kemet Institute | Founder | 2001 | Non-profit providing free financial literacy/entrepreneurship/life skills classes |
| Kappa Alpha Psi, Inc. | Member | Not disclosed | Professional/community network affiliation |
Fixed Compensation
SUAC is a pre-combination SPAC and discloses no executive or director cash compensation before an initial business combination; the company pays its Sponsor an administrative services fee of $10,000 per month for office space and support (not compensation to officers/directors) .
| Component | FY2023 | FY2024 | Notes |
|---|---|---|---|
| Base Salary | — | — | No executive officer cash compensation prior to business combination |
| Target Bonus % | — | — | Not applicable/disclosed pre-combination |
| Actual Bonus Paid | — | — | None prior to business combination |
| Administrative Services Fee (to Sponsor) | $10,000/month | $10,000/month | Office/admin services; accrued balances disclosed in filings |
Performance Compensation
No equity or incentive awards are disclosed for executive officers prior to a business combination. SUAC states that consulting/success fees may be paid to officers/directors upon consummation of a business combination, with amounts to be disclosed at that time .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Not applicable pre-business combination | — | — | — | — | — |
| Future consulting/management fees (post-combination) | — | — | — | To be determined by post-combination board | — |
Equity Ownership & Alignment
SUAC’s security ownership tables report no beneficial ownership for Rashaun Williams across periods; Phyllis Newhouse/Sponsor hold founder and private placement shares. Officers/directors may be members of or have economic interests in the Sponsor, and disclaim beneficial ownership except to the extent of pecuniary interest .
| Holder | Period Reference | Class A Shares Beneficially Owned | % of Class A | Class B/Founder Shares | Notes |
|---|---|---|---|---|---|
| Rashaun Williams | Jan 13, 2025 DEF 14A | — | — | — | No reported holdings (“—”) |
| Rashaun Williams | Dec 19, 2024 DEF 14A | — | — | — | No reported holdings (“—”) |
| Rashaun Williams | Apr 26, 2024 DEF 14A | — | — | — | No reported holdings (“—”) |
| Sponsor (ShoulderUp Technology Sponsor LLC) | Jan 13, 2025 DEF 14A | 11,800,000 | 95.59% | — (converted Nov 19, 2024) | Founder shares converted to Class A on Nov 19, 2024 |
| Sponsor | Nov 7, 2024 DEF 14A | 1,350,000 | 61.10% | 10,450,000 | Founder shares + private placement units |
- Officers/directors may be members of or have economic interests in the Sponsor and disclaim beneficial ownership except to their pecuniary interest .
- No options, RSUs, PSUs, pledging, or ownership guidelines for Williams are disclosed in SUAC filings reviewed .
Employment Terms
| Term | Detail |
|---|---|
| CFO Appointment | Appointed Chief Financial Officer effective December 1, 2023; serves as principal financial and accounting officer |
| Director Appointment | Appointed to Board to fill vacancy from the passing of Vincent Stewart; initial term expires at the third annual meeting of stockholders |
| Board Class/Term | Board divided into three classes; Williams is in third class with term expiring at third annual meeting |
| Employment Agreement | No employment or compensatory agreement disclosed for CFO role in available filings |
| Severance / Change-of-Control | Not disclosed; filings emphasize indemnification/exculpation rights continuing post-combination |
| Clawback / Ownership Guidelines | Not disclosed in SUAC filings reviewed |
| Proxyholder Role | Designated as proxy (with CEO) to vote at special meetings in 2024 |
Board Governance
- Committee membership: Compensation Committee—Lauren Anderson, Danelle Barrett, Janice Bryant Howroyd; Audit Committee—Lauren Anderson, Janice Bryant Howroyd, Shawn Henry .
- Independence: SUAC identifies independent directors (Lauren Anderson, Danelle Barrett, Shawn Henry, Janice Bryant Howroyd); Williams serves as CFO and is not listed among independent directors .
Related Party and Alignment Considerations
- Sponsor economics and lock-up: The Sponsor acquired founder shares for nominal consideration and is subject to a lock-up; founder/private placement shares represent substantial economic interest and may create incentives to complete a business combination even on less favorable terms to public stockholders (explicit risk factor disclosure) .
- Administrative fee: $10,000/month paid to Sponsor for office/admin services; accrued payable balances disclosed .
Performance & Track Record
- Executive track record: Venture investor with 150+ investments and 40+ exits; leadership/general partner roles and early investments in several notable tech companies .
- Company performance metrics: SUAC does not disclose TSR, revenue growth, or EBITDA growth linked to Williams’ compensation prior to business combination .
Investment Implications
- Pay-for-performance alignment: No cash or equity compensation is paid to Williams pre-combination; alignment is primarily through Sponsor economics where officers/directors may have indirect interests but disclaim beneficial ownership except to pecuniary interest. This structure limits traditional sell pressure/vesting dynamics for Williams personally but introduces Sponsor-driven incentives to close a deal .
- Retention risk: Absent fixed or equity compensation, retention risk is modest at the SPAC stage; future compensation will be determined by the post-combination board, creating uncertainty around incentives and alignment until a deal closes .
- Trading signals: With no disclosed personal holdings or vesting schedules for Williams, insider selling pressure from him is minimal in current filings; monitor Sponsor conversions/lock-up and any future Form 4 activity post-business combination for signals .
- Governance quality: Williams serves as CFO and director but is not on audit/compensation committees; independent directors populate key committees, which is conventional for SPAC governance .