| Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 4, 2022, the Board of Directors (the “Board”) of VPC Impact Acquisition Holdings II (the “Company”) appointed Mr. Albert Periu as a director to fill a vacancy on the Board, for a term expiring at the second Annual Meeting of Shareholders. In connection with Mr. Periu’s appointment, the Board appointed Mr. Periu to serve on the Audit Committee and the Compensation Committee, and to serve as the chairperson of the Nominating and Corporate Governance Committee. Mr. Periu joins the Board as an independent director.
Mr. Periu, age 42, has served as Chief Executive Officer of Zilch USA Inc. (“Zilch”), a financial technology company focused on providing payment and credit solutions to consumers, since 2021. During his tenure with Zilch, he has been responsible for Zilch’s strategy and operations in the U.S., as well as debt capital markets transactions for Zilch globally. Prior to Zilch, from December 2016 to July 2021, Mr. Periu was Co-Founder and Chief Executive Officer of Neptune Financial Inc., a financial technology company whose commercial lending platform provided growth capital to small and mid-sized American businesses. Previously, Mr. Periu served as Global Co-Head of Capital Markets for Funding Circle Ltd. (“Funding Circle”), an online lender focused on U.S. and U.K. small and medium-sized businesses, from October 2012 to December 2016. Mr. Periu also served as President and Chief Executive Officer of Funding Circle’s broker dealer, Funding Circle Securities, from March 2014 to January 2017. Prior to his time with Funding Circle, Mr. Periu held roles with FBR & Co., Deutsche Bank, and Merrill Lynch. Mr. Periu holds a Bachelor of Science in Business Administration from Georgetown University.
Mr. Periu is being appointed as a director because, among his other qualifications, he possesses experience and expertise in areas of the business development, strategy and operations, finance and technological innovation.
Mr. Periu and VPC Impact Acquisition Holdings Sponsor II, LLC (the “Sponsor”), will enter into a securities assignment agreement (the “Agreement”), pursuant to which the Sponsor will transfer and assign 10,000 of the Company’s Class B ordinary shares, par value $0.0001 per share, to Mr. Periu as compensation for his service as director.
The foregoing description of Mr. Periu’s Agreement is qualified in its entirety by reference to the text of Mr. Periu’s Agreement filed as Exhibit 10.1 and incorporated herein by reference.
The Company will also enter into its standard form of indemnification agreement with Mr. Periu, the form of which is filed as Exhibit 10.5 to the Company’s Form S-1 filed with the Securities and Exchange Commission (the “SEC”) on February 19, 2021.
There are no arrangements or understandings between Mr. Periu and any other person pursuant to which Mr. Periu was selected as a director. Mr. Periu is not a participant in any related party transactions required to be disclosed pursuant to Item 404(a) of Regulation S-K.
