Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 12, 2023, Mitek Systems, Inc. (the "Company") retained Fuad Ahmad, a
partner at FLG Partners, LLC ("FLG Partners"), a chief financial officer
services and board advisory consulting firm, as the Company's Interim Chief
Financial Officer and, in his capacity as a non-employee consultant, as the
Company's Principal Financial Officer and Principal Accounting Officer while
Mitek conducts its ongoing search for a Chief Financial Officer. Mr. Ahmad's
appointment as the Company's Interim Chief Financial Officer, Principal
Financial Officer and Principal Accounting Officer is effective as of February
1, 2023.
Mr. Ahmad has been a partner at FLG Partners since January 2013 and has served
as consulting Chief Financial Officer for multiple clients of FLG Partners. Mr.
Ahmad has served as the Interim Chief Financial Officer of Vaxart Inc., a
biotechnology company focused on the discovery, development, and
commercialization of oral recombinant vaccines from May through December 2022.
Prior to that Mr. Ahmad served as the Interim Chief Financial Officer of IRIDEX
Corporation, an ophthalmic medical technology company focused on the development
and commercialization of breakthrough products and procedures used to treat
sight-threatening eye conditions and Chargebee Inc., a subscription
management/billing automation SaaS platform. From November 2019 to August 2020,
Mr. Ahmad served as Interim Chief Financial Officer of Cutera, Inc. Previously,
from October 2018 to November 2019, Mr. Ahmad served on an FLG Partners
assignment as Chief Financial Officer of Telenav, Inc., a formerly listed
enterprise software company focused on connected care and location-based
services. From April 2016 to June 2018, Mr. Ahmad served as Chief Financial
Officer of Quantum Corporation, a listed company focused on enterprise data
storage and software defined storage workflows. From November 2015 to March
2016, Mr. Ahmad served on an FLG Partners assignment for Real Time Innovation,
Inc., a private enterprise IoT software company. At Real Time Innovation, Mr.
Ahmad served as an advisor to the board of directors and the chief executive
officer as the company transitioned the business to subscription pricing. Prior
to Real Time Innovation, Mr. Ahmad served on an FLG Partners assignment as Chief
Financial Officer for Ensighten, Inc. from February 2013 until November 2015.
From June 1996 to April 2012, Mr. Ahmad served in various positions with both
public and private companies. Mr. Ahmad received a B.S. in Finance from Brigham
Young University.
In connection with retaining Mr. Ahmad as its Interim Chief Financial Officer,
the Company entered into a Confidential Consulting Agreement with FLG Partners,
effective January 12, 2023 (the "FLG Consulting Agreement"), pursuant to which
the Company will pay FLG Partners a rate of $615 per hour for Mr. Ahmad's
services. The FLG Consulting Agreement requires that the Company indemnify Mr.
Ahmad and FLG Partners in connection with Mr. Ahmad's performance of services.
The FLG Consulting Agreement has an indefinite term, however, it is subject to
termination by either party upon 30 days' notice.
The foregoing summary of the FLG Consulting Agreement does not purport to be
complete and is qualified in its entirety by reference to the full text of the
FLG Consulting Agreement. A copy of the FLG Consulting Agreement will be filed
with the Securities and Exchange Commission as an exhibit to the Company's
Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 (the "Form
10-Q") or via an amendment to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
Exhibits.
Exhibit Number Description
Cover Page Interactive Data File, formatting Inline Extensible Business
104 Reporting Language (iXBRL)
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