Laurie Weisberg
About Laurie Weisberg
Independent director at SurgePays (SURG); appointed December 2022. Age 56; born and educated in England. 25+ years in technology sales/marketing leadership (Datalogix → Oracle Data Cloud VP; Thrive Global; Curalate; Intent Chief Sales Officer since Feb 2019) and former director/CEO at Creatd, Inc. Tenure on SURG board since Dec 2022; designated independent under Nasdaq and SEC rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Creatd, Inc. (public) | Director | Jul 2020–Sep 2022 | Later COO, Co-CEO, then CEO (Feb–Sep 2022) |
| Intent | Chief Sales Officer | Feb 2019–present | Global sales leadership in data/technology |
| Oracle Data Cloud | Vice President, Brand/Advertiser Solutions | 2015–? (post Datalogix acquisition) | Executive team post-acquisition |
| Datalogix (acquired by Oracle) | Executive leadership team | Oct 2010–Apr 2015 | Led to acquisition by Oracle |
| Thrive Global; Curalate | Senior leadership roles | n/a | Growth and revenue leadership |
| Crowdsmart | Advisory Board member | Since Apr 2019 | Advisory role |
External Roles
| Company/Organization | Public/Private | Role | Dates |
|---|---|---|---|
| Creatd, Inc. (CRTD) | Public (then-Nasdaq) | Director; later COO, Co-CEO, CEO | Director Jul 2020–Sep 2022; exec roles 2020–2022 |
| Crowdsmart | Private | Advisory Board member | Since Apr 2019 |
Board Governance
- Committee assignments (current): Audit Committee member; Compensation Committee chair; Nominating & Corporate Governance Committee member. Audit Committee chaired by David N. Keys (Audit Committee Financial Expert).
- Meeting cadence: Board met 3 times in 2024 and 3 times in 2023; Audit Committee met 4 times in 2024 and 4 in 2023; Compensation Committee met once in 2024 and 3 times in 2023; Nominating & Governance met once in 2024 and none in 2023.
- Attendance: Each incumbent director attended at least 75% of Board and applicable committee meetings in 2023 and 2024.
- Independence: Weisberg is independent under Nasdaq and SEC standards.
- Compensation committee practices: No external compensation consultant engaged.
Fixed Compensation
| Year | Annual Retainer (Cash) | Committee/Chair Fees | Meeting Fees | Total Cash |
|---|---|---|---|---|
| 2024 | $75,000 | Not disclosed (-) | Not disclosed (-) | $75,000 |
| 2023 | Company disclosed no cash compensation paid to directors in 2023 | - | - | $0 |
Performance Compensation
| Grant/Year | Instrument | Grant Date | Amount/Value | Vesting & Terms | Performance Metrics |
|---|---|---|---|---|---|
| 2024 director equity | Restricted Share Award | Apr 25, 2024 | $50,000 | Vests 4 years from grant date | None disclosed; time-based |
| 2023 director equity | Restricted Share Award | Aug 8, 2023 | 24,000 shares | Vest at earliest of: (a) director no longer on Board for any reason other than “for cause”; (b) Change in Control; or (c) 5th anniversary of award | None disclosed; service/CIC triggers |
| 2023 director compensation table | Stock Awards (fair value) | 2023 | $132,720 | Per plan; see above RSA | None disclosed |
| 2025 Form 4 award | Restricted Shares (Common Stock) | May 22, 2025 (filed May 27, 2025) | 50,000 shares | Awarded as restricted shares (grant price $0 on Form 4); vesting not specified in Form 4 | Not specified on Form 4 |
Notes and governance signals:
- 2023 RSA vesting includes “vest on director departure (other than for cause)” and Change in Control—accelerated vesting on exit/CIC can weaken alignment vs. pure time-based vesting; highlight for investors.
- Company’s choice to use RSAs (2023–2024) rather than options shifts mix toward guaranteed value at grant (lower risk to director), which may reduce performance sensitivity; 2024 also introduced cash retainers.
- The 2022 Director Agreement contemplated monthly option grants (valued at $5,000 each month) after plan approval; subsequent disclosures show RSAs used for directors instead—implying a structural shift from options to full-value shares.
Other Directorships & Interlocks
| Topic | Details |
|---|---|
| Other current public company directorships | None disclosed in SURG filings |
| Prior public company board | Creatd, Inc. (director Jul 2020–Sep 2022) |
| Compensation committee interlocks | None. No SURG executive served on another entity’s comp committee that also had executives on SURG’s Board; no comp committee member is/was a company officer/employee. |
Expertise & Qualifications
- Technology/data commercialization and revenue leadership across Datalogix/Oracle Data Cloud, Thrive Global, Curalate, and Intent (Chief Sales Officer since Feb 2019).
- Startup/advisory exposure (Crowdsmart).
- Not designated as the Board’s “financial expert” (that designation is held by Audit Chair David N. Keys).
Equity Ownership
| Holder | Beneficial Ownership | % Outstanding | Notes |
|---|---|---|---|
| Laurie Weisberg | 7,809 shares | <1% | Includes 5,000 shares held in her IRA; based on 20,411,549 shares outstanding as of Mar 31, 2025. |
There are no arrangements known to the company, including any pledge by any person of company securities, the operation of which may later result in a change in control. Related-party transactions are subject to Audit Committee approval; no Weisberg-related transactions disclosed.
Insider Trades (Form 4)
| Date (Transacted) | Type | Shares | Price (USD) | Post-Transaction Ownership | Source |
|---|---|---|---|---|---|
| Nov 22–25, 2024 | Open market purchases (multiple) | 7,809 total | $1.70–$1.84 | 7,809 | SEC Form 4 filed 11/25/2024; TradingView/GuruFocus summaries |
| May 22, 2025 (filed May 27, 2025) | Award of Restricted Shares | 50,000 | $0 (grant) | 57,809 (per Form 4 securitiesOwned) | SEC Form 4 |
Governance Assessment
-
Strengths
- Independent director; chairs Compensation Committee; sits on Audit and Nominating committees—broad governance exposure.
- Attendance at least 75% in 2023–2024; Board/committee cadence disclosed.
- Insider open-market purchases in Nov 2024 signal alignment near lows; positive confidence signal.
- High Say‑on‑Pay support (2025: 94.02% “For”), indicating shareholder endorsement of compensation approach.
-
Watch items / potential red flags
- 2023 director RSAs vest upon Change in Control or upon director leaving the Board for any reason other than “for cause,” potentially weakening long‑term alignment if service ends early; monitor future grant terms.
- Compensation Committee met once in 2024; absence of external comp consultant. For a growing issuer, limited comp committee activity and no independent consultant may be viewed as weaker oversight.
- Shift from options (envisioned in 2022 Director Agreement) to RSAs and addition of cash retainers (2024) reduces at‑risk, performance‑sensitive compensation; investors may prefer more performance-linked equity for directors.
Director Compensation (Detail)
| Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Option Awards ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 75,000 | 50,000 | - | 125,000 |
| 2023 | - | 132,720 | - | 132,720 |
Grant mechanics:
- Aug 8, 2023 RSA: 24,000 shares; vest on exit (other than for cause), Change in Control, or 5th anniversary.
- Apr 25, 2024 RSA: $50,000; vests in 4 years.
- 2022 Director Agreement (framework): contemplated monthly options valued at $5,000 each month post Plan approval; company subsequently used RSAs for directors.
Employment & Contracts (Director)
- Director Agreement (Dec 19, 2022): sets service expectations; contemplated monthly option grants (value $5,000) post‑approval of 2022 Omnibus Plan; reimbursable expenses; standard confidentiality covenants.
- Indemnification Agreement (Dec 19, 2022): director indemnified to fullest extent under Nevada law.
Say‑on‑Pay & Shareholder Feedback (2025)
| Proposal | For | Against | Abstain/Withheld | Broker Non‑Votes | Result |
|---|---|---|---|---|---|
| Executive compensation (advisory) | 8,710,871 (94.02% of votes cast) | 553,141 | 541,054 | 4,455,463 | Approved |
Director election support (2025 annual meeting):
- Laurie Weisberg: 9,691,171 For (98.84%); 113,895 Withheld; broker non‑votes 4,455,463.
Related‑Party Transactions & Conflicts
- Company disclosed related‑party transactions with entities owned by the CEO (Axia; Carddawg Investments) and a policy requiring Audit Committee approval of related‑party transactions; no transactions involving Weisberg disclosed.
Equity Plan Context
- 2022 Omnibus Securities and Incentive Plan (as amended annually): share reserve mechanics and award types; used for director RSAs.
Governance Summary for Investors
- Overall, Weisberg brings relevant commercial and technology expertise; is independent; and shows alignment via open‑market purchases and board equity. Oversight questions include low Compensation Committee meeting frequency and the use of service/CIC‑accelerated RSAs for directors. High shareholder support in 2025 mitigates immediate concern, but investors may seek continued progress toward more performance‑sensitive director equity and robust compensation oversight practices.