Item 5. Other Information
Item 5. Other Information.
Employment Agreement Amendment with Craig Gould
On August 7, 2025, the Company and Craig Gould entered into an amendment to the employment agreement of Mr. Gould (the “Amended Gould Employment Agreement”), to, among other things, (i) provide for the issuance by the Company of restricted stock units as equity compensation in lieu of stock options; and (2) the annual bonus for the 2025 performance year may be paid in cash or vested Company shares with the grant date fair value equal to the bonus amount, as determined by the Board or Compensation Committee in its discretion.
Employment Agreement Amendment with David Shane
On August 7, 2025, the Company and David Shane entered into an amendment to the employment agreement of Mr. Shane (the “Amended Shane Employment Agreement”), to, among other things, (i) provide for the issuance by the Company of restricted stock units as equity compensation in lieu of nonqualified stock options; and (2) the annual bonus for the 2025 performance year may be paid in cash or vested Company shares with the grant date fair value equal to the bonus amount, as determined by the Board or Compensation Committee in its discretion.
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Item 6. Exhibits
The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.
Exhibit
Number
Description of Document
10.1‡
Form of Restricted Stock Agreement
10.2‡
Form of Restricted Stock Unit Agreement
10.3‡
Form of Director Stock Option Agreement
10.4‡
Form of Executive Officer Stock Option Agreement
10.5‡
Amended Gould Employment Agreement
10.6‡
Amended Shane Employment Agreement
31.1*
Certification of Craig Gould, Chief Executive Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
31.2*
Certification of David Shane, Chief Financial Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
32.1**
Certification of Craig Gould, Chief Executive Officer, pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended, and 18 U.S.C. § 1350.
32.2**
Certification of David Shane, Chief Financial Officer, pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended, and 18 U.S.C. § 1350.
101.INS
XBRL Instance Document
101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
101.SCH
XBRL Taxonomy Extension Schema Document
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
XBRL Taxonomy Extension Labels Linkbase Document
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).
* Filed herewith
** Furnished herewith
‡Management contract or compensatory plan or arrangement.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
BINAH CAPITAL GROUP, INC.
Date: August 13, 2025
By:
/s/ Craig Gould
Name:
Craig Gould
Title:
Chief Executive Officer
(Principal Executive Officer)
Date: August 13, 2025
By:
/s/ David Shane
Name:
David Shane
Title:
Chief Financial Officer
(Principal Accounting and Financial Officer)
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