Form 4: Golden Matrix Group CEO Awarded Performance-Based Restricted Stock Units

Golden Matrix Group's CEO, Anthony Brian Goodman, received 300,000 restricted stock units (RSUs) that vest upon achieving specific revenue and adjusted EBITDA targets by the end of fiscal year 2025.

Summary

• Anthony Brian Goodman, CEO of Golden Matrix Group, was granted 300,000 restricted stock units (RSUs).
• These RSUs will vest if the company meets certain revenue and adjusted EBITDA targets by the end of fiscal year 2025.
• The vesting is split into four equal parts, with two parts based on revenue targets (110% and 120% of 2024 revenue) and two parts based on adjusted EBITDA targets (110% and 120% of 2024 adjusted EBITDA).
• The RSUs do not expire but will be canceled if the vesting conditions are not met.
• Mr. Goodman directly owns 8,654,079 shares and indirectly owns 7,470,483 shares through Luxor Capital LLC.
• Mr. Goodman is part of a voting group that collectively owns more than 10% of the company's outstanding shares.

Sentiment

Score: 7

Explanation: The document reflects a positive development with the granting of performance-based equity to the CEO, aligning interests with shareholders. However, the lack of specific financial targets and the potential risks associated with the voting agreement temper the overall sentiment.

Positives

• The performance-based RSUs align management's interests with those of shareholders by incentivizing revenue and adjusted EBITDA growth.
• The vesting conditions provide clear targets for management to achieve.
• The use of RSUs as compensation can help retain key executives.

Negatives

• The vesting of the RSUs is contingent on achieving specific financial targets, which may not be met.
• The document does not specify the exact revenue and adjusted EBITDA targets, making it difficult to assess the likelihood of vesting.

Risks

• The company may not achieve the required revenue and adjusted EBITDA targets, resulting in the cancellation of the RSUs.
• The voting agreement could potentially lead to conflicts of interest or control issues.

Future Outlook

The vesting of the RSUs is dependent on the company's performance in fiscal year 2025, specifically achieving certain revenue and adjusted EBITDA targets.

Management Comments

• The Reporting Person disclaims beneficial ownership of any securities owned by any of the other signatories to the Voting Agreement.
• The filing of this Form 4 shall not be deemed an admission that the Reporting Person and any other person or persons constitute a 'group' for purposes of Section 13(d)(3) of the Exchange Act.

Industry Context

The use of performance-based equity compensation is a common practice in the industry to align management's interests with those of shareholders. The specific targets related to revenue and adjusted EBITDA are tailored to the company's financial goals.

Comparison to Industry Standards

• Many companies in the technology and gaming sectors use restricted stock units (RSUs) as part of their executive compensation packages.
• The vesting conditions tied to revenue and adjusted EBITDA are typical performance metrics used in the industry.
• Companies like DraftKings and Penn National Gaming also use similar performance-based equity awards to incentivize their executives.
• The specific targets of 110% and 120% of the previous year's revenue and adjusted EBITDA are aggressive but not uncommon for growth-oriented companies.

Stakeholder Impact

• Shareholders may view the performance-based RSUs positively as they align management's interests with the company's financial performance.
• Employees may be motivated by the company's focus on achieving financial targets.
• The vesting of the RSUs could potentially increase the number of shares outstanding, which could have a minor dilutive effect.

Next Steps

• The company needs to achieve the specified revenue and adjusted EBITDA targets by the end of fiscal year 2025 for the RSUs to vest.
• The company will need to publicly disclose the operating results in its Annual Report on Form 10-K.

Key Dates

Keywords

restricted stock units, RSU, equity compensation, performance-based, revenue, adjusted EBITDA, voting agreement, insider ownership, executive compensation, Golden Matrix Group