M&A - SpringBig Holdings, Inc.

Form Type: 10-K

Filing Date: 2025-03-28

Corporate Action: Merger

Type: Update

Accession Number: 000101376225003507

Filing Summary: SpringBig Holdings, Inc. filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2024. The report outlines the company's position as a leading Software-as-a-Service (SaaS) provider in the cannabis retail market. The document highlights the company's mission to enhance customer loyalty and marketing automation for cannabis retailers through a data-driven platform. The report discusses significant challenges faced by the cannabis industry, including stringent regulations and competition, and details SpringBig's strategic approach to overcoming these challenges. The total market value of shares held by non-affiliates was reported as $5.2 million. As of March 26, 2025, the company had 46,470,682 shares of common stock outstanding and had distributed approximately 600 million messages through its platform during the previous year, contributing to a gross merchandise value of over $7.5 billion. SpringBig is positioned for continued growth with a focus on data-driven solutions and expanding its market presence across the U.S. and Canada.

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Form Type: 8-K

Filing Date: 2025-03-21

Corporate Action: Acquisition

Type: New

Accession Number: 000101376225001015

Filing Summary: On March 17, 2025, SpringBig Holdings, Inc. announced the appointment of Jaret Christopher as Chief Executive Officer, effective April 1, 2025. Mr. Christopher brings extensive leadership experience in SaaS-based businesses and knowledge of the cannabis market. The company also intends to acquire VICE CRM LLC, an AI-enabled performance marketing platform, for 2,383,126 shares of common stock, with half issued at closing and the rest after 12 months of Mr. Christopher’s service. The acquisition is subject to due diligence and a purchase agreement. Mr. Christopher's compensation includes a base salary of $450,000, eligibility for performance bonuses, and multiple restricted stock awards and units contingent on share price milestones. There are no transactions requiring disclosure under Item 404(a), and Mr. Christopher has no family relationships with other executives or directors. The company issued a press release on the same date to announce these developments.

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Form Type: DEFA14A

Filing Date: 2025-03-21

Corporate Action: Acquisition

Type: New

Accession Number: 000101376225001022

Filing Summary: On March 17, 2025, SpringBig Holdings, Inc. announced the appointment of Jaret Christopher as Chief Executive Officer effective April 1, 2025. Christopher has significant experience in SaaS-based businesses and was previously the General Manager at WM Technologies, Inc. The company plans to acquire VICE CRM LLC for 2,383,126 shares of its common stock, with half issued at closing and the other half after one year of continuous service by Christopher. This acquisition is designed to enhance SpringBig's capabilities in AI-based marketing for regulated industries. Christopher's compensation includes a base salary of $450,000, along with performance bonuses and equity awards consisting of restricted stock awards (RSAs) and restricted stock units (RSUs) that vest based on company stock price milestones. Additionally, the announcement includes details regarding his board membership and benefits while stipulating confidentiality and non-competition provisions. The acquisition is subject to due diligence and the execution of a purchase agreement.

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