RELATED PARTY TRANSACTIONS |
3 Months Ended |
|---|---|
Mar. 31, 2026 | |
| Related Party Transactions [Abstract] | |
| RELATED PARTY TRANSACTIONS | NOTE 13 – RELATED PARTY TRANSACTIONS
WorkSimpli Software
During the three months ended March 31, 2025, the Company utilized CloudBoson Technologies Pvt. Ltd. (“CloudBoson”), formerly LegalSubmit Pvt. Ltd. (“LegalSubmit”), a company owned by WorkSimpli’s Chief Software Engineer, to provide software development services. CloudBoson ceased to be a related party of the Company on November 4, 2025. The Company paid CloudBoson a total of approximately $878 thousand during the three months ended March 31, 2025 for these services. The Company had no outstanding payables to CloudBoson as of November 4, 2025.
Consulting Agreements
On May 30, 2023, Will Febbo, a member of the Board, entered into a consulting services agreement with the Company, pursuant to which he provides certain investor relations and strategic business development services, in consideration for RSUs, which vested in quarterly installments from August 30, 2023 through November 30, 2024. The Company issued RSUs, with a fair value of $131 thousand, related to this agreement during the three months ended March 31, 2025. The Company issued RSUs related to this agreement during the three months ended March 31, 2026.
On June 14, 2023, Naveen Bhatia, a former member of the Board, entered into a consulting services agreement with the Company, pursuant to which Mr. Bhatia provided certain investor relations and strategic business development services, in consideration for RSUs, which vested in six-month installments from June 14, 2023 through December 31, 2024. The Company issued RSUs, with a fair value of $ thousand, related to this agreement during the three months ended March 31, 2025. On January 24, 2025, Mr. Bhatia entered into another consulting services agreement with the Company, pursuant to which Mr. Bhatia provides certain strategic business development services, in consideration for RSUs, of which RSUs vested on the execution of the agreement and RSUs will vest on the one-year anniversary of the agreement. The Company issued RSUs, with a fair value of $ thousand, related to this agreement during the three months ended March 31, 2026.
Employment Agreement
Effective May 1, 2024, Brian Schreiber, Logistics & Fulfillment Advisor, and a relative of the Company’s Chief Executive Officer, entered into an amended employment agreement. Mr. Schreiber’s compensation package was adjusted to reflect the increased scope of his responsibilities. The compensation adjustment, approved by the Compensation Committee of the Board, included an annual base salary increase to $240 thousand. During the three months ended March 31, 2026 and 2025, the Company paid Mr. Schreiber approximately $63 thousand and $55 thousand, respectively, in connection with his employment.
On July 15, 2025, the Company entered into an amendment to the bonus agreement with Mr. Schreiber dated August 16, 2017. The amendment modifies the performance-based vesting conditions of a previously granted stock option award for common shares, by replacing pre-tax earnings targets with Adjusted EBITDA target, which is a performance measure used in other employee bonus agreements. All other material terms of the original agreement remain unchanged. The Company recorded stock-based compensation expense related to this amendment of $ thousand during the year ended December 31, 2025, with additional expense recognized during the three months ended March 31, 2026.
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