8-K: Urgent.ly Appoints Michael Port as New Chief Financial Officer Amidst Growth Initiatives

Urgent.ly Inc. has announced the appointment of Michael Port as its new Chief Financial Officer, effective June 6, 2025, succeeding Timothy C. Huffmyer.

Summary

• Urgent.ly Inc. (Nasdaq: ULY) announced the resignation of its Chief Financial Officer, Timothy C. Huffmyer, effective June 6, 2025.
• Mr. Huffmyer's departure is stated not to be a result of any disagreement with the Company's operations, policies, practices, controls, or financial/accounting matters.
• Michael Port has been appointed as the new Chief Financial Officer, principal financial officer, and principal accounting officer, effective June 6, 2025.
• Mr. Port, age 60, previously served as Urgent.ly's Senior Vice President of Finance since May 2025.
• His compensation package includes an initial annual base salary of $300,000, an annual target bonus of up to 30% of his base salary, a one-time bonus of $50,000 payable on February 1, 2026, and 5,000 restricted stock units (RSUs) vesting on February 1, 2026.
• The one-time bonus and RSUs will accelerate vesting if Mr. Port's employment is involuntarily terminated without cause prior to February 1, 2026.
• The Company plans to file the full Promotion Letter as an exhibit to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.
• An amendment to the 8-K will be filed once material separation arrangements for Mr. Huffmyer are determined.

Sentiment

Score: 7

Explanation: The sentiment is positive due to the smooth transition of the CFO role, the appointment of an experienced successor with relevant industry background, and the company's positive outlook on its growth trajectory. The explicit statement that the outgoing CFO's departure was not due to disagreements further contributes to a positive perception.

Positives

• The appointment of Michael Port, who has prior experience as Senior Vice President of Finance within Urgent.ly, suggests a smooth internal transition.
• Mr. Port brings extensive financial leadership experience from various industries, including automotive (Lordstown Motors Corp., Nu Ride, Inc.) and manufacturing (Energy Focus Inc.), which aligns well with Urgent.ly's business.
• The company explicitly stated that the outgoing CFO's departure was not due to any disagreements regarding operations, policies, practices, controls, or financial/accounting matters, mitigating potential concerns.
• The CEO, Matt Booth, expressed delight in Mr. Port joining at an 'exciting time in our Company's growth,' indicating positive internal outlook.

Negatives

• The departure of a Chief Financial Officer, even if amicable, can sometimes introduce a period of transition and potential uncertainty, though the company has quickly appointed a successor.

Future Outlook

The company's CEO, Matt Booth, expressed optimism about Michael Port joining during an 'exciting time in our Company's growth,' suggesting a focus on continued expansion and strategic development. The company also intends to file an amendment to this 8-K regarding separation arrangements for the outgoing CFO and will file the new CFO's promotion letter with its Q2 2025 10-Q.

Management Comments

• "We are delighted to have Mike join Urgently at this very exciting time in our Company's growth." Matt Booth, CEO of Urgently.
• "Mike's wealth of experience in various senior level financial positions across the automotive industry and other high growth industries make him a great match for Urgently." Matt Booth, CEO of Urgently.
• "We appreciate Tim's many contributions to Urgently, are grateful for his extended help in transition and wish him all the best in his future endeavors." Matt Booth, CEO of Urgently.

Industry Context

Urgent.ly operates in the digital roadside and mobility assistance technology sector, a growing area driven by connected vehicles, telematics, and the demand for seamless, technology-enabled services. The appointment of a CFO with experience in the automotive industry (Lordstown Motors Corp., Nu Ride, Inc.) and other high-growth sectors suggests a strategic alignment with the company's focus on automotive, insurance, and telematics verticals, aiming to capitalize on industry trends towards connected mobility.

Comparison to Industry Standards

• Michael Port's background as CFO of Energy Focus Inc. (a manufacturer) and VP of Finance/Controller at Lordstown Motors Corp. (an electric vehicle OEM) provides relevant experience in high-growth and manufacturing environments, which are pertinent to a technology company scaling its operations and potentially managing complex supply chains or partnerships.
• His consulting experience with Nu Ride, Inc. (Lordstown's successor) in providing transition services indicates adaptability and expertise in corporate restructuring or strategic shifts, which can be valuable for a company in a dynamic industry.
• While specific financial results are not provided for direct comparison, the appointment of an experienced financial leader is a standard practice for publicly traded companies seeking to strengthen their executive team and financial oversight, aligning with corporate governance best practices.

Management Changes

Corporate Governance

Stakeholder Impact

• **Shareholders**: The appointment of an experienced CFO can instill confidence in the company's financial management and strategic direction, potentially positively influencing investor sentiment.
• **Employees**: A stable and experienced finance leadership team can provide clarity and direction, potentially boosting employee morale and operational efficiency.
• **Customers/Partners**: Strong financial leadership supports the company's ability to invest in technology and services, ensuring continued innovation and reliable service delivery for partners and end-users.

Next Steps

• The Company intends to file an amendment to this Current Report on Form 8-K following determination of any material separation arrangements in connection with Mr. Huffmyer's departure.
• The Company plans to file the full text of the Promotion Letter for Michael Port as an exhibit to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.
• Michael Port will enter into the Company's standard form of indemnification agreement for officers and directors.

Key Dates

Keywords

CFO appointment, Chief Financial Officer, management change, Urgent.ly, ULY, roadside assistance, mobility technology, SEC filing, corporate governance, financial reporting