Board Committees

Audit Committee Position

Peter J. Tanous

Director

Peter Tanous is Founder and Chairman of Lynx Investment Advisory. Previously, Mr. Tanous served as Executive Vice President of Bank Audi (U.S.A.) in NYC and Chairman of Petra Capital Corporation, an international investment bank.

Chair

Matt Gormly

Director

Matt Gormly is a Founder and Managing Partner of ReynoldsGormly & Co, LLC where he is responsible for origination and execution of capital markets opportunities and firm general management. Prior to ReynoldsGormly, Matt Gormly played a leadership role in the growth and evolution of Wicks Capital Partners as a Managing Partner for 17 years before departing the firm in 2016. At Wicks he focused his energy on originating, acquiring, managing, growing and divesting its portfolio of control buyout investments. Matt has extensive experience in all aspects of the investment process including developing investment theses, origination, acquisitions, strategic planning and divestitures. Additionally, Matt was responsible for all financing activities, including acquisitions, add-ons, leveraged recaps and refinancing's of portfolio companies. Since Matt joined the firm, Wicks successfully raised and invested over $1 billion in private equity capital and related debt financings primarily in the information, education and media industries. Previously, Matt was a Managing Director at BCI Advisors, a middle market growth equity and control buyout investment firm where he was responsible for originating new investments, arranging financing for transactions and managing those investments through the sale processes. Matt has been on the board of directors of over 25 companies spanning a 30-year period and has been responsible for over $1.5 Billion in financings for acquisitions, leveraged recaps, and re-financings over the course of his career. Matt holds a B.A. in economics and an MBA in finance.

Member

William M. Isaac

Director

William Isaac served as Chairman of the Federal Deposit Insurance Corporation (FDIC) from 1981 to 1985. Mr. Isaac founded regulatory consulting firm The Secura Group, now a part of FTI Consulting, Inc., in which he serves as Senior Managing Director-Global Head of Financial Institutions Corporate Finance.

Member

Darla Moore

Director

Darla Moore is the first woman to be profiled on the cover of Fortune magazine and named to its list of the Top 50 Most Powerful Women in American Business. She has served on numerous corporate and philanthropic boards, including Hospital Corporation of America (HCA), Martha Stewart Living Omnimedia, The South Financial Group, MPS Group, the National Advisory Board of JP Morgan, the National Teach for America Board of Directors, the Board of Trustees of the New York University Medical School and Hospital and the University of South Carolina Board of Trustees. Moore was formerly a managing director of the predecessor Chemical Bank (now a part of JP Morgan Chase) where she became one of the highest paid women in finance in the 1980s and 1990s. She earned the title "Queen of DIP" (debtor-in-possession financing). Darla Moore also currently serves on the Culture Shed Board. Until 2012, Ms. Moore was Vice President of Rainwater, Inc., a private investment company. She is Founder and Chair of the Palmetto Institute, a nonprofit think-tank aimed at bolstering per capita income in South Carolina, and she is also the founder and chair of the Charleston Parks Conservancy, a foundation focused on enhancing the parks and public spaces of the City of Charleston.

The University of South Carolina's business school, "The Moore School of Business", is named in her honor, the first business school in America named for a woman. Ms. Moore received the Business Person of the Year Award from the South Carolina Chamber of Commerce and was inducted into the South Carolina Business Hall of Fame. Darla Moore was chosen along with Condoleezza Rice as one of the first female members of the prestigious Augusta National Golf Club, home of the "Masters". Ms. Moore is a graduate of the University of South Carolina, and she holds an M.B.A. from George Washington University. Currently, Darla serves as Chairman of the Darla Moore and Richard Rainwater Foundation.

Member

J. Randall Waterfield

Director

J. Randall Waterfield is the Chairman of the Board & Chief Executive Officer of Waterfield Holdings. Waterfield traces its roots back to 1928, when Richard H. Waterfield founded Waterfield Mortgage Company and Waterfield Insurance Agency in Fort Wayne, Indiana. After selling the largest private mortgage company in the US and largest Indiana based bank in 2006 and 2007 respectively, Waterfield has diversified into technology, real estate, asset management and merchant banking. Waterfield today has over $2 billion in managed assets. Mr. Waterfield was the 2017-2018 Chairman of Young Presidents' Organization (YPO) International (www.ypo.org) an organization of over 34,000 CEOs from over 140 countries with combined revenue of over US$ 9 trillion. He has public and private company board experience and is currently a director of 26 Capital Acquisition Corp. (NASDAQ: ADER), US Strategic Metals, Linden Lab, WO Partners and WTI Holdings, and has served on various boards previously including SMTC Corporation (NASDAQ: SMTX), Red Oak Partners, RF Industries (NASDAQ: RFIL), and Asure Software (NASDAQ: ASUR). Prior to joining Waterfield, J. Randall Waterfield was employed by Goldman Sachs Asset Management, where he was responsible for the small cap growth portfolios. Through the Waterfield Foundation and J. Randall Waterfield Foundation, Mr. Waterfield supports a variety of environmental and Midwestern based causes. Mr. Waterfield graduated from Harvard University in 1996; he holds the Chartered Financial Analyst designation (CFA) and is a member of MENSA.

Member

Audit Committee Charter

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Compensation Committee Position

Thomas Vetrano

Director

Thomas Vetrano has over 35 years of international business experience assisting various corporations, private equity firms and financial institutions in identifying and resolving complex business and operational issues associated with acquisitions and divestitures in addition to regulatory compliance and litigation matters. An internationally recognized expert in merger and acquisition (M&A) due diligence, he has directed a multitude of businesses in the due diligence process in support of over 500 global transactions across a wide range of industries and sectors. Tom has been a chairman or speaker at numerous business conferences and seminars and has authored/co-authored publications on due diligence, environmental auditing, cost recovery litigation support, and related subjects. Mr. Vetrano was responsible for all REH global business operations, including financial performance; strategic planning; finance and accounting; enterprise risk management; human resources; information technology and marketing and communications. He participated in a management-led buyout of ENVIRON from its public company owner in 1999. During his executive leadership from 2004 to 2014 ENVIRON, a leading employee-owned environmental and health consultancy, grew from less than $100 million to over $300 million in revenue, expanding from 300 employees in the US and UK to over 1,600 employees in 25 countries. Following his direction of the sale of ENVIRON to Ramboll in 2014, Mr. Vetrano was responsible for the overall post-merger business integration and was appointed to the Ramboll senior global leadership team. Mr. Vetrano served as a member of the REH Board of Directors, as well as numerous Ramboll international statutory and governance Boards, from 2014 through 2019. He also served on the ENVIRON Board of Directors from 2000 through 2014 in both elected and appointed positions. During his board tenure, Tom chaired or served on the ethics, equity, executive compensation, and valuation committees. Mr. Vetrano has also served on the boards of several private, educational, and charitable organizations. Tom holds a bachelors and masters degree.

Chair

Matt Gormly

Director

Matt Gormly is a Founder and Managing Partner of ReynoldsGormly & Co, LLC where he is responsible for origination and execution of capital markets opportunities and firm general management. Prior to ReynoldsGormly, Matt Gormly played a leadership role in the growth and evolution of Wicks Capital Partners as a Managing Partner for 17 years before departing the firm in 2016. At Wicks he focused his energy on originating, acquiring, managing, growing and divesting its portfolio of control buyout investments. Matt has extensive experience in all aspects of the investment process including developing investment theses, origination, acquisitions, strategic planning and divestitures. Additionally, Matt was responsible for all financing activities, including acquisitions, add-ons, leveraged recaps and refinancing's of portfolio companies. Since Matt joined the firm, Wicks successfully raised and invested over $1 billion in private equity capital and related debt financings primarily in the information, education and media industries. Previously, Matt was a Managing Director at BCI Advisors, a middle market growth equity and control buyout investment firm where he was responsible for originating new investments, arranging financing for transactions and managing those investments through the sale processes. Matt has been on the board of directors of over 25 companies spanning a 30-year period and has been responsible for over $1.5 Billion in financings for acquisitions, leveraged recaps, and re-financings over the course of his career. Matt holds a B.A. in economics and an MBA in finance.

Member

Jyrl James

Director

Ms. James served as general counsel and corporate secretary to an investment group at Queen City Venture Partners, LLC. She has been a key participant in various company acquisitions and led the development of infrastructures for both the legal and human resources functions. Her governance experience includes presenting to boards on various legal and structural matters and ensuring that the documentation was thorough and correct. Ms. James was a pioneer and became the first in-house attorney for Adecco Group North America ("Adecco"), the largest subsidiary of the publicly traded, Zurich based global human resources solutions and staffing services company, Adecco SA, from 1998 to 2005. As Senior Vice President and General Counsel for North America, Ms. James was a member of key management of the then $4.5-billion-dollar enterprise of Adecco SA, then the world's largest staffing services solutions and talent development provider. As part of the Adecco executive management team, Ms. James was a critical participant in setting the direction of the company, providing legal advice, and managing a wide range of legal activities through a team of 30 in-house attorneys in 3 countries and numerous outside counsels. She served as corporate secretary and held a government security clearance. Ms. James served as vice president of human resources and general counsel at the Akron Beacon-Journal, as an attorney specializing in employment/labor/benefits law at the Atlantic Richfield Company and at private law firms. She also served as chairperson of the California Agricultural Labor Relations Board. Ms. James has completed the University of Santa Clara Black Corporate Board Readiness program, a program that accelerates diversity in corporate governance by accompanying highly experienced, qualified Black leaders through a structured executive education program. She holds a degree in business and labor relations from the Illinois Institute of Technology and a law degree from DePaul University Law School.

Member

Darla Moore

Director

Darla Moore is the first woman to be profiled on the cover of Fortune magazine and named to its list of the Top 50 Most Powerful Women in American Business. She has served on numerous corporate and philanthropic boards, including Hospital Corporation of America (HCA), Martha Stewart Living Omnimedia, The South Financial Group, MPS Group, the National Advisory Board of JP Morgan, the National Teach for America Board of Directors, the Board of Trustees of the New York University Medical School and Hospital and the University of South Carolina Board of Trustees. Moore was formerly a managing director of the predecessor Chemical Bank (now a part of JP Morgan Chase) where she became one of the highest paid women in finance in the 1980s and 1990s. She earned the title "Queen of DIP" (debtor-in-possession financing). Darla Moore also currently serves on the Culture Shed Board. Until 2012, Ms. Moore was Vice President of Rainwater, Inc., a private investment company. She is Founder and Chair of the Palmetto Institute, a nonprofit think-tank aimed at bolstering per capita income in South Carolina, and she is also the founder and chair of the Charleston Parks Conservancy, a foundation focused on enhancing the parks and public spaces of the City of Charleston.

The University of South Carolina's business school, "The Moore School of Business", is named in her honor, the first business school in America named for a woman. Ms. Moore received the Business Person of the Year Award from the South Carolina Chamber of Commerce and was inducted into the South Carolina Business Hall of Fame. Darla Moore was chosen along with Condoleezza Rice as one of the first female members of the prestigious Augusta National Golf Club, home of the "Masters". Ms. Moore is a graduate of the University of South Carolina, and she holds an M.B.A. from George Washington University. Currently, Darla serves as Chairman of the Darla Moore and Richard Rainwater Foundation.

Member

Peter J. Tanous

Director

Peter Tanous is Founder and Chairman of Lynx Investment Advisory. Previously, Mr. Tanous served as Executive Vice President of Bank Audi (U.S.A.) in NYC and Chairman of Petra Capital Corporation, an international investment bank.

Member

Compensation Committee Charter

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Nominating Committee Position

Darla Moore

Director

Darla Moore is the first woman to be profiled on the cover of Fortune magazine and named to its list of the Top 50 Most Powerful Women in American Business. She has served on numerous corporate and philanthropic boards, including Hospital Corporation of America (HCA), Martha Stewart Living Omnimedia, The South Financial Group, MPS Group, the National Advisory Board of JP Morgan, the National Teach for America Board of Directors, the Board of Trustees of the New York University Medical School and Hospital and the University of South Carolina Board of Trustees. Moore was formerly a managing director of the predecessor Chemical Bank (now a part of JP Morgan Chase) where she became one of the highest paid women in finance in the 1980s and 1990s. She earned the title "Queen of DIP" (debtor-in-possession financing). Darla Moore also currently serves on the Culture Shed Board. Until 2012, Ms. Moore was Vice President of Rainwater, Inc., a private investment company. She is Founder and Chair of the Palmetto Institute, a nonprofit think-tank aimed at bolstering per capita income in South Carolina, and she is also the founder and chair of the Charleston Parks Conservancy, a foundation focused on enhancing the parks and public spaces of the City of Charleston.

The University of South Carolina's business school, "The Moore School of Business", is named in her honor, the first business school in America named for a woman. Ms. Moore received the Business Person of the Year Award from the South Carolina Chamber of Commerce and was inducted into the South Carolina Business Hall of Fame. Darla Moore was chosen along with Condoleezza Rice as one of the first female members of the prestigious Augusta National Golf Club, home of the "Masters". Ms. Moore is a graduate of the University of South Carolina, and she holds an M.B.A. from George Washington University. Currently, Darla serves as Chairman of the Darla Moore and Richard Rainwater Foundation.

Chair

William M. Isaac

Director

William Isaac served as Chairman of the Federal Deposit Insurance Corporation (FDIC) from 1981 to 1985. Mr. Isaac founded regulatory consulting firm The Secura Group, now a part of FTI Consulting, Inc., in which he serves as Senior Managing Director-Global Head of Financial Institutions Corporate Finance.

Member

Jyrl James

Director

Ms. James served as general counsel and corporate secretary to an investment group at Queen City Venture Partners, LLC. She has been a key participant in various company acquisitions and led the development of infrastructures for both the legal and human resources functions. Her governance experience includes presenting to boards on various legal and structural matters and ensuring that the documentation was thorough and correct. Ms. James was a pioneer and became the first in-house attorney for Adecco Group North America ("Adecco"), the largest subsidiary of the publicly traded, Zurich based global human resources solutions and staffing services company, Adecco SA, from 1998 to 2005. As Senior Vice President and General Counsel for North America, Ms. James was a member of key management of the then $4.5-billion-dollar enterprise of Adecco SA, then the world's largest staffing services solutions and talent development provider. As part of the Adecco executive management team, Ms. James was a critical participant in setting the direction of the company, providing legal advice, and managing a wide range of legal activities through a team of 30 in-house attorneys in 3 countries and numerous outside counsels. She served as corporate secretary and held a government security clearance. Ms. James served as vice president of human resources and general counsel at the Akron Beacon-Journal, as an attorney specializing in employment/labor/benefits law at the Atlantic Richfield Company and at private law firms. She also served as chairperson of the California Agricultural Labor Relations Board. Ms. James has completed the University of Santa Clara Black Corporate Board Readiness program, a program that accelerates diversity in corporate governance by accompanying highly experienced, qualified Black leaders through a structured executive education program. She holds a degree in business and labor relations from the Illinois Institute of Technology and a law degree from DePaul University Law School.

Member

Peter J. Tanous

Director

Peter Tanous is Founder and Chairman of Lynx Investment Advisory. Previously, Mr. Tanous served as Executive Vice President of Bank Audi (U.S.A.) in NYC and Chairman of Petra Capital Corporation, an international investment bank.

Member

Thomas Vetrano

Director

Thomas Vetrano has over 35 years of international business experience assisting various corporations, private equity firms and financial institutions in identifying and resolving complex business and operational issues associated with acquisitions and divestitures in addition to regulatory compliance and litigation matters. An internationally recognized expert in merger and acquisition (M&A) due diligence, he has directed a multitude of businesses in the due diligence process in support of over 500 global transactions across a wide range of industries and sectors. Tom has been a chairman or speaker at numerous business conferences and seminars and has authored/co-authored publications on due diligence, environmental auditing, cost recovery litigation support, and related subjects. Mr. Vetrano was responsible for all REH global business operations, including financial performance; strategic planning; finance and accounting; enterprise risk management; human resources; information technology and marketing and communications. He participated in a management-led buyout of ENVIRON from its public company owner in 1999. During his executive leadership from 2004 to 2014 ENVIRON, a leading employee-owned environmental and health consultancy, grew from less than $100 million to over $300 million in revenue, expanding from 300 employees in the US and UK to over 1,600 employees in 25 countries. Following his direction of the sale of ENVIRON to Ramboll in 2014, Mr. Vetrano was responsible for the overall post-merger business integration and was appointed to the Ramboll senior global leadership team. Mr. Vetrano served as a member of the REH Board of Directors, as well as numerous Ramboll international statutory and governance Boards, from 2014 through 2019. He also served on the ENVIRON Board of Directors from 2000 through 2014 in both elected and appointed positions. During his board tenure, Tom chaired or served on the ethics, equity, executive compensation, and valuation committees. Mr. Vetrano has also served on the boards of several private, educational, and charitable organizations. Tom holds a bachelors and masters degree.

Member

Nominating Committee Charter

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Mergers & Acquisitions Position

Derek Dewan

Chief Executive Officer and Chairman of the Board

Derek E. Dewan was appointed Chairman and CEO of General Employment Enterprises, Inc. (k/k/a GEE Group Inc. (NYSE American: JOB) in 2015, following its merger with Scribe Solutions, Inc.. He is a highly accomplished executive with a proven track record of success and outstanding leadership accomplishments. Throughout his career, he has demonstrated exceptional abilities in driving organic growth, executing strategic acquisitions, and delivering outstanding financial performance. With extensive experience in the staffing services industry, Mr. Dewan has consistently achieved remarkable results and established himself as a respected figure in the industry.

Since 2015, Mr. Dewan has successfully led JOB through 5 strategic acquisitions, significant post-acquisition integration, the COVID-19 pandemic, significant deleveraging of JOB resulting in the elimination of approximately $120 million in debt, and a $57.5 million follow-on public equity offering. The results of these activities have been transformational, including transitioning JOB away from industrial staffing towards professional staffing led by information technology (“IT”), revenue growth of 4 times, significantly higher gross profit and earnings margins, consistent profitability and positive cash flow.

Prior to this, Mr. Dewan served as Chairman and CEO of MPS Group, Inc., a publicly-traded staffing company. His tenure at MPS Group began in January 1994 when he joined AccuStaff Incorporated, MPS Group's predecessor, as President and Chief Executive Officer and led the IPO in August of that year. Notably, under Mr. Dewan's leadership, the company underwent significant organic growth and successfully executed over 100 strategic acquisitions, transforming it into a Fortune 1000 world-class, global multi-billion-dollar staffing services provider.

MPS Group's expansion under Mr. Dewan's guidance extended its reach to include a vast network of offices across the United States, Canada, the United Kingdom, Continental Europe, Asia, and Australia. The company consistently achieved remarkable success during his tenure, marked by completed secondary stock offerings of $110 million and $370 million, inclusion in the Standard and Poor's (S&P) Mid-Cap 400, and recognition on the Wall Street Journal's "top performing stock list" for three consecutive years. In 2010, having led the company’s growth from a microcap to one of the largest U.S. professional staffing firms with verticals in IT, accounting, legal, healthcare and engineering. Under his leadership, the premier software vendor management system (“VMS”), Beeline, and managed services provider (“MSP”) Pontoon, were developed. Mr. Dewan’s final pivotal leadership achievement was the sale of MPS Group to Adecco Group, the largest staffing company in the world, for an impressive $1.3 billion. To our knowledge, this was the largest and most successful shareholder return story within the staffing industry at the time. This transaction exemplified Mr. Dewan’s ability to navigate complex negotiations and deliver exceptional value to stakeholders.

Before his tenure at MPS Group, Mr. Dewan held the position of CPA, Tax Partner in Charge and Managing Partner at the international accounting firm Coopers & Lybrand, now PricewaterhouseCoopers LLP (”PwC”). This role provided him with a strong foundation in organizational leadership and excellence, operational and financial management, and expertise in tax and accounting practices, further enhancing his abilities as a strategic and effective business leader.

Mr. Dewan's extensive experience, demonstrated success, and exceptional leadership skills make him a valuable asset to any organization. With a proven ability to drive growth, execute strategic initiatives, and achieve outstanding financial results, he is well-positioned to contribute to the continued success of GEE Group’s future endeavors. He is a recipient of the “Ellis Island Medal of Honor”, the ATFL “Joseph J. Jacobs Distinguished Achievement Award”, the RMF “Distinguished Lifetime Achievement Award” and the “USF Alumni Award for Entrepreneurship”. He has served on the “NYSE Listed Company Advisory Committee”, the “SMU Cox School of Business Executive Board” and the USF School of Accountancy Advisory Council”. Mr. Dewan has a B.A. in Accounting with a minor in finance from the University of South Florida.

Chair

Matt Gormly

Director

Matt Gormly is a Founder and Managing Partner of ReynoldsGormly & Co, LLC where he is responsible for origination and execution of capital markets opportunities and firm general management. Prior to ReynoldsGormly, Matt Gormly played a leadership role in the growth and evolution of Wicks Capital Partners as a Managing Partner for 17 years before departing the firm in 2016. At Wicks he focused his energy on originating, acquiring, managing, growing and divesting its portfolio of control buyout investments. Matt has extensive experience in all aspects of the investment process including developing investment theses, origination, acquisitions, strategic planning and divestitures. Additionally, Matt was responsible for all financing activities, including acquisitions, add-ons, leveraged recaps and refinancing's of portfolio companies. Since Matt joined the firm, Wicks successfully raised and invested over $1 billion in private equity capital and related debt financings primarily in the information, education and media industries. Previously, Matt was a Managing Director at BCI Advisors, a middle market growth equity and control buyout investment firm where he was responsible for originating new investments, arranging financing for transactions and managing those investments through the sale processes. Matt has been on the board of directors of over 25 companies spanning a 30-year period and has been responsible for over $1.5 Billion in financings for acquisitions, leveraged recaps, and re-financings over the course of his career. Matt holds a B.A. in economics and an MBA in finance.

Member

William M. Isaac

Director

William Isaac served as Chairman of the Federal Deposit Insurance Corporation (FDIC) from 1981 to 1985. Mr. Isaac founded regulatory consulting firm The Secura Group, now a part of FTI Consulting, Inc., in which he serves as Senior Managing Director-Global Head of Financial Institutions Corporate Finance.

Member

Darla Moore

Director

Darla Moore is the first woman to be profiled on the cover of Fortune magazine and named to its list of the Top 50 Most Powerful Women in American Business. She has served on numerous corporate and philanthropic boards, including Hospital Corporation of America (HCA), Martha Stewart Living Omnimedia, The South Financial Group, MPS Group, the National Advisory Board of JP Morgan, the National Teach for America Board of Directors, the Board of Trustees of the New York University Medical School and Hospital and the University of South Carolina Board of Trustees. Moore was formerly a managing director of the predecessor Chemical Bank (now a part of JP Morgan Chase) where she became one of the highest paid women in finance in the 1980s and 1990s. She earned the title "Queen of DIP" (debtor-in-possession financing). Darla Moore also currently serves on the Culture Shed Board. Until 2012, Ms. Moore was Vice President of Rainwater, Inc., a private investment company. She is Founder and Chair of the Palmetto Institute, a nonprofit think-tank aimed at bolstering per capita income in South Carolina, and she is also the founder and chair of the Charleston Parks Conservancy, a foundation focused on enhancing the parks and public spaces of the City of Charleston.

The University of South Carolina's business school, "The Moore School of Business", is named in her honor, the first business school in America named for a woman. Ms. Moore received the Business Person of the Year Award from the South Carolina Chamber of Commerce and was inducted into the South Carolina Business Hall of Fame. Darla Moore was chosen along with Condoleezza Rice as one of the first female members of the prestigious Augusta National Golf Club, home of the "Masters". Ms. Moore is a graduate of the University of South Carolina, and she holds an M.B.A. from George Washington University. Currently, Darla serves as Chairman of the Darla Moore and Richard Rainwater Foundation.

Member

J. Randall Waterfield

Director

J. Randall Waterfield is the Chairman of the Board & Chief Executive Officer of Waterfield Holdings. Waterfield traces its roots back to 1928, when Richard H. Waterfield founded Waterfield Mortgage Company and Waterfield Insurance Agency in Fort Wayne, Indiana. After selling the largest private mortgage company in the US and largest Indiana based bank in 2006 and 2007 respectively, Waterfield has diversified into technology, real estate, asset management and merchant banking. Waterfield today has over $2 billion in managed assets. Mr. Waterfield was the 2017-2018 Chairman of Young Presidents' Organization (YPO) International (www.ypo.org) an organization of over 34,000 CEOs from over 140 countries with combined revenue of over US$ 9 trillion. He has public and private company board experience and is currently a director of 26 Capital Acquisition Corp. (NASDAQ: ADER), US Strategic Metals, Linden Lab, WO Partners and WTI Holdings, and has served on various boards previously including SMTC Corporation (NASDAQ: SMTX), Red Oak Partners, RF Industries (NASDAQ: RFIL), and Asure Software (NASDAQ: ASUR). Prior to joining Waterfield, J. Randall Waterfield was employed by Goldman Sachs Asset Management, where he was responsible for the small cap growth portfolios. Through the Waterfield Foundation and J. Randall Waterfield Foundation, Mr. Waterfield supports a variety of environmental and Midwestern based causes. Mr. Waterfield graduated from Harvard University in 1996; he holds the Chartered Financial Analyst designation (CFA) and is a member of MENSA.

Member

Mergers & Acquisitions Charter

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Corporate Governance Committee Position

William M. Isaac

Director

William Isaac served as Chairman of the Federal Deposit Insurance Corporation (FDIC) from 1981 to 1985. Mr. Isaac founded regulatory consulting firm The Secura Group, now a part of FTI Consulting, Inc., in which he serves as Senior Managing Director-Global Head of Financial Institutions Corporate Finance.

Chair

Peter J. Tanous

Director

Peter Tanous is Founder and Chairman of Lynx Investment Advisory. Previously, Mr. Tanous served as Executive Vice President of Bank Audi (U.S.A.) in NYC and Chairman of Petra Capital Corporation, an international investment bank.

Member

Jyrl James

Director

Ms. James served as general counsel and corporate secretary to an investment group at Queen City Venture Partners, LLC. She has been a key participant in various company acquisitions and led the development of infrastructures for both the legal and human resources functions. Her governance experience includes presenting to boards on various legal and structural matters and ensuring that the documentation was thorough and correct. Ms. James was a pioneer and became the first in-house attorney for Adecco Group North America ("Adecco"), the largest subsidiary of the publicly traded, Zurich based global human resources solutions and staffing services company, Adecco SA, from 1998 to 2005. As Senior Vice President and General Counsel for North America, Ms. James was a member of key management of the then $4.5-billion-dollar enterprise of Adecco SA, then the world's largest staffing services solutions and talent development provider. As part of the Adecco executive management team, Ms. James was a critical participant in setting the direction of the company, providing legal advice, and managing a wide range of legal activities through a team of 30 in-house attorneys in 3 countries and numerous outside counsels. She served as corporate secretary and held a government security clearance. Ms. James served as vice president of human resources and general counsel at the Akron Beacon-Journal, as an attorney specializing in employment/labor/benefits law at the Atlantic Richfield Company and at private law firms. She also served as chairperson of the California Agricultural Labor Relations Board. Ms. James has completed the University of Santa Clara Black Corporate Board Readiness program, a program that accelerates diversity in corporate governance by accompanying highly experienced, qualified Black leaders through a structured executive education program. She holds a degree in business and labor relations from the Illinois Institute of Technology and a law degree from DePaul University Law School.

Member

Darla Moore

Director

Darla Moore is the first woman to be profiled on the cover of Fortune magazine and named to its list of the Top 50 Most Powerful Women in American Business. She has served on numerous corporate and philanthropic boards, including Hospital Corporation of America (HCA), Martha Stewart Living Omnimedia, The South Financial Group, MPS Group, the National Advisory Board of JP Morgan, the National Teach for America Board of Directors, the Board of Trustees of the New York University Medical School and Hospital and the University of South Carolina Board of Trustees. Moore was formerly a managing director of the predecessor Chemical Bank (now a part of JP Morgan Chase) where she became one of the highest paid women in finance in the 1980s and 1990s. She earned the title "Queen of DIP" (debtor-in-possession financing). Darla Moore also currently serves on the Culture Shed Board. Until 2012, Ms. Moore was Vice President of Rainwater, Inc., a private investment company. She is Founder and Chair of the Palmetto Institute, a nonprofit think-tank aimed at bolstering per capita income in South Carolina, and she is also the founder and chair of the Charleston Parks Conservancy, a foundation focused on enhancing the parks and public spaces of the City of Charleston.

The University of South Carolina's business school, "The Moore School of Business", is named in her honor, the first business school in America named for a woman. Ms. Moore received the Business Person of the Year Award from the South Carolina Chamber of Commerce and was inducted into the South Carolina Business Hall of Fame. Darla Moore was chosen along with Condoleezza Rice as one of the first female members of the prestigious Augusta National Golf Club, home of the "Masters". Ms. Moore is a graduate of the University of South Carolina, and she holds an M.B.A. from George Washington University. Currently, Darla serves as Chairman of the Darla Moore and Richard Rainwater Foundation.

Member

David Sandberg

Director

David Sandberg has expertise in business, finance and investment matters and serves as the Managing Member, Founder, and Portfolio Manager of Red Oak Partners, LLC ("Red Oak Partners"), an investment advisory firm with a focus on value investing. Prior to founding Red Oak Partners, he co-managed J.H. Whitney & Co.'s Green River fund, a private equity firm. He has public and private company experience as a director and currently serves as Chairman of the Board of CBA Florida, Inc. (formerly OTC: CBAI), a board member of a healthcare service company, W.O. Partners, LLC, a privately-held parent company that owns and operates construction and poultry staffing companies and as a director of WTI Holdings, LLC, a privately-held holding company involving technology businesses. He has served on the board of directors of Asure Software, Inc. (NASDAQ: ASUR), a software services company, including as Chairman of the Board; SMTC Corporation (formerly NASDAQ: SMTX), a global manufacturing company, Planar Systems Inc. (formerly NASDAQ: PLNR), an electronics manufacturing company and RF Industries, Ltd. (NASDAQ: RFIL), an interconnect and cable products manufacturing company. His experience includes serving as a member of and as Chairman of each of the audit, compensation, nominating and governance, and strategic committees for various public companies. Mr. Sandberg graduated from Carnegie Mellon University with a B.S. in Industrial Management and a B.A. in Economics.

Member

Corporate Governance Committee Charter

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