Monitor the say-on-pay vote outcome for any sign of shareholder discontent, though GP Investments' 17.3% locked vote makes passage likely. The company's return to profitability and rising TSR are positive, but the small absolute net income ($42K) on a $40M market cap means fundamentals remain fragile. Watch for the 10-K filing for detailed revenue and margin trends.
Price Chart
Executive Summary
IZEA Worldwide, Inc. filed its definitive proxy statement for the 2026 annual meeting, seeking shareholder votes on director elections, auditor ratification, advisory say-on-pay, and say-on-frequency. The company reported net income of $42,326 for 2025, a turnaround from a net loss of $18.9 million in 2024, and cumulative TSR on a $100 investment rose to $202 from $127. CEO Patrick Venetucci's 2025 total compensation was $527,673, while compensation actually paid (per SEC methodology) was $2,695,643, driven by the increased fair value of unvested equity awards. A cooperation agreement with GP Investments (17.3% holder) ensures their votes align with board recommendations on all proposals.
Key Facts
- Annual meeting scheduled for December 9, 2026; record date October 14, 2026.
- Seven director nominees all incumbent; no contested seats.
- GP Cash Management/GP Investments (17.3% owner) agreed to vote with board on all proposals per Cooperation Agreement.
- CEO Patrick Venetucci 2025 total compensation: $527,673 (salary $450,000, cash bonus $77,048, other $625).
- CFO Peter Biere 2025 total compensation: $620,509 (salary $320,000, stock awards $236,798, cash bonus $63,711).
- Compensation actually paid to CEO Venetucci for 2025: $2,695,643 (driven by equity fair value changes).
- Company reported net income of $42,326 for 2025 vs. net loss of $18,852,261 in 2024.
- Cumulative TSR on $100 investment: $202 (2025), $127 (2024), $93 (2023).
- Audit fees: $676,000 (2025) vs. $805,415 (2024).
- Three late Section 16 filings identified: one Form 4 for Biere, two Form 3s for Bonchristiano and Boscolo.
- No shareholder proposals on the ballot.
- Related party transaction: $145,000 expense reimbursement paid to GP Parties under Cooperation Agreement.
- Board recommends annual say-on-pay frequency (every one year).
Financial Impact
Net income of $42,326 in 2025, a $18.9 million improvement from 2024 net loss. CEO compensation actually paid at $2.7 million is approximately 6.7% of $40M market cap.
Risk Factors
- Small absolute net income ($42,326) leaves limited margin for error; any revenue decline could reverse profitability.
- CEO compensation actually paid ($2.7M) is large relative to net income and market cap, potentially raising governance concerns.
- Late Section 16 filings indicate administrative or compliance gaps.
- GP Investments' 17.3% stake and cooperation agreement create concentrated voting influence.
- No shareholder proposals on ballot suggests limited active engagement from other holders.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEF 14A Filing (Primary) | 0001495231-26-000027 |
| Document: 0001495231-26-000027-index-headers.html | 0001495231-26-000027 |
| Document: 0001495231-26-000027-index.html | 0001495231-26-000027 |
| Document: 0001495231-26-000027.txt | 0001495231-26-000027 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 28, 2026 1d ago | DEF 14A | $2.35 | awaiting T+20 | awaiting T+20 | $2.37 (+0.85%) |
Aug 11, 2026 11w ago | Press Release | $3.07 $2.96 | ▲ +3.58% | ▲ +1.69% | $2.37 (+22.80%) |
May 15, 2026 23w ago | 8-K | $3.83 $3.72 | ▼ −2.87% | ▼ −4.99% | $2.37 (−38.12%) |
May 12, 2026 24w ago | Press Release | $3.87 $3.66 | ▲ +5.43% | ▲ +4.81% | $2.37 (+38.76%) |
Mar 17, 2026 32w ago | Press Release | $3.60 $4.38 | ▲ +21.67% | ▲ +15.62% | $2.37 (−34.17%) |
Mar 10, 2026 33w ago | Press Release | $3.53 $3.61 | ▲ +2.27% | ▲ +2.42% | $2.37 (−32.86%) |
US Market Status
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