Quarterly report pursuant to Section 13 or 15(d)

Related Parties and Certain Directors and Officers

v3.22.4
Related Parties and Certain Directors and Officers
3 Months Ended
Nov. 30, 2022
Related Party Transactions [Abstract]  
Related Parties and Certain Directors and Officers Related Parties and Certain Directors and Officers
Scott W. Absher, the Company's CEO and Chair of our Board, received compensation in the form of salary of $127,644 and $153,307 for the three months ending November 30, 2022 and November 30, 2021, respectively. In addition, for the three month period ending November 30, 2022, Mr. Absher has a deferred, unpaid compensation accrual in the amount of $58,832.

On September 1, 2022, after the Company's reverse stock split had taken effect, Mr. Absher converted 8,600,000 of his shares of Preferred Class A Stock to 8,600,000 shares of our common stock.The Company recorded a preferential dividend of 127,145,000 based upon the incremental value of the stock that was held prior to the reverse stock split and the date of preferred stock conversion to common stock.

Mr. Absher's annual salary compensation for calendar year 2023 has been set at $750,000.

J. Stephen Holmes

J. Stephen Holmes formerly served as a non-employee sales manager advisor to and was a significant shareholder of the Company. The Company incurred $750,000 in professional fees for services provided by Mr. Holmes during Fiscal 2021. For the three months ended November 30, 2021, Mr. Holmes was compensated $120,000 for his services.

On or about October 22, 2021, we severed all ties with Mr. Holmes, effective immediately, and cancelled Preferred Options that had previously been issued to him but had not been exercised. As a result of these actions, the Company no longer has any financial obligation to Mr. Holmes, and believes that he is no longer a significant shareholder of the Company. See Note 7, Stockholders Equity. Accordingly, for the three months ending November 30, 2022, Mr. Holmes received no compensation and provided no services.

Amanda Murphy

Amanda Murphy, the Company's COO and Director, received compensation for the 3 month period ending November 30, 2022, in the amount of $66,078, and for the three month period ending November 30, 2021, in the amount of $66,038. In addition, for the three month period ending November 30, 2022, Ms. Murphy has a deferred, unpaid compensation accrual in the amount of $58,967.

Domonic J. Carney

On May 24, 2022, Domonic J. Carney resigned as Chief Financial Officer and Treasurer of the Company, according to a Sabbatical Leave Agreement, effective immediately. As of November 30, 2022, $87,858 remains outstanding as Back Pay.

Related Persons to Scott Absher

Mark Absher, the brother of Scott Absher, was previously employed as our Registered In-House Counsel, Director and Secretary. Mr. Absher resigned from his positions with the Company on February 6, 2019. On November 18, 2021, Mr. Absher
rejoined the Company as Deputy General Counsel – Special Projects, for an annual salary of $240,000. Mr. Absher's compensation for the three month period ending November 30, 2022, was $60,296, and his compensation for the three month period ending November 30, 2021 was $8,307.

David May, a member of our business development team, is the son-in-law of Scott Absher. Mr. May received compensation of approximately $149,000 in Fiscal 2022. Mr. May's compensation for the three month period ending November 30, 2022, was $37,319, and his salary and commission compensation for for the three month period ending November 30, 2021. was $42,857.

Jason Absher, a member of the Company's business development team, is the nephew of Scott Absher and the son of Mark Absher. Mr. Absher received compensation for the three month period ending November 30, 2022, in the amount of $30,017, and for the three month period ending November 30, 2021, in the amount of $30,000.

Phil Eastvold, the Executive Producer of ShiftPixy Labs, is the son-in-law of Scott Absher. Mr. Eastvold's compensation for the three month period ending November 30, 2022, was $56,083, and his compensation for the three month period ending November 30, 2021 was $56,038.
Connie Absher (the spouse of Scott Absher), Elizabeth Eastvold (the daughter of Scott Absher and spouse of Mr. Eastvold), and Hannah Woods (the daughter of Scott Absher), are also employed by the Company. These individuals, as a group, received aggregate compensation in the amount of $48,764 for the three month period ending November 30, 2022 and in the amount of $53,611 for the three month period ending November 30, 2021.