Chief Financial Officer
Fusemachines Nepal Pvt. Ltd.
Applications are completed on the original website.
Apply on official siteJob overview
Fusemachines is a 10+ year old AI company, dedicated to delivering state-of-the-art AI products and solutions to a diverse range of industries. Founded by Sameer Maskey, Ph.D., an Adjunct Associate Professor at Columbia University, our company is on a steadfast mission to democratize AI and harness the power of global AI talent from underserved communities. With a robust presence in four countries and a dedicated team of over 400 full-time employees, we are committed to fostering AI transformation journeys for businesses worldwide. At Fusemachines, we not only bridge the gap between AI advancement and its global impact but also strive to deliver the most advanced technology solutions to the world.Position OverviewWe are seeking an experienced, hands-on public company CFO with significant experience managing the financial, SEC reporting, capital markets, transaction, and compliance requirements of a microcap Nasdaq-listed company.The ideal candidate will have previously served as CFO or senior finance executive of one or more microcap public companies and have a demonstrated track record of timely SEC filings, successfully completing multiple financings using different capital structures, executing acquisitions, and maintaining Nasdaq and other public-company compliance requirements.Key Responsibilities1. SEC Reporting & Financial StatementsOwn the preparation and timely filing of all SEC periodic reports, including Forms 10-Q, 10-K and 8-KManage the entire quarterly and annual reporting calendar and ensure filings are completed accurately and on timeCoordinate directly with auditors, securities counsel, accounting teams and the Audit CommitteeMaintain appropriate disclosure controls, internal controls and supporting documentationStrong preference for someone with a track record of never having missed or been late on a 10-Q or 10-K filing2. Capital Markets & FundraisingLead and execute public-company financing transactionsDirect experience completing multiple financings using instruments such as PIPE transactions, Registered Direct Offerings, Convertible Notes/Debentures, Equity Lines of Credit (ELOCs), At-the-Market Offerings (ATMs), warrants and other equity-linked securities, common and preferred equity, and debt/structured financingEvaluate financing alternatives based on cost of capital, dilution, cash requirements, covenants and impact on shareholdersWork directly with investment banks, institutional investors, lenders, placement agents and securities counselUnderstand transaction mechanics including pricing, warrant coverage, conversion provisions, beneficial ownership limitations, exchange caps and Nasdaq shareholder approval requirements3. Registration Statements & SEC Transaction FilingsSignificant hands-on experience preparing and managing registration statements and other SEC filings, including Form S-1, Form S-3, Form S-4, resale registration statements, shelf registration statements, prospectus supplements and Rule 424 filings, proxy and information statements, and Section 16 filingsUnderstand S-3 eligibility, shelf registration requirements, baby-shelf limitations and other securities issuance restrictionsCoordinate the process from initial drafting through SEC comments and effectiveness4. M&A and Strategic TransactionsHave completed multiple acquisitions involving public companies, preferably as the acquiring company's CFOLead financial diligence, valuation, transaction modeling and deal structuringEvaluate cash, stock, debt and combination consideration structuresManage purchase accounting and post-acquisition financial reportingCoordinate with legal counsel, auditors, bankers and target-company managementUnderstand SEC and Nasdaq requirements associated with acquisitions, including Form 8-K, S-4 and shareholder approval requirements where applicableManage integration of acquired companies into the company's accounting, controls, reporting and financial systems5. Nasdaq ComplianceMaintain ongoing compliance with Nasdaq listing requirementsMonitor minimum bid price, shareholders' equity, market value, public float and other applicable continued-listing standardsUnderstand Nasdaq rules governing equity issuances, the 20% issuance rule, shareholder approval requirements, change-of-control transactions, equity compensation, and related-party transactionsManage communications and submissions to Nasdaq when requiredProactively identify potential compliance issues before they become listing deficiencies6. Stock Compensation & Equity AdministrationManage employee and executive equity compensation programs, including stock options, RSUs, restricted stock, performance-based equity, and Employee Stock Purchase Plans where applicableUnderstand accounting under ASC 718 and related tax and withholding requirementsManage equity-plan share availability and coordinate shareholder approvals when necessaryWork closely with payroll, legal counsel and the transfer agent on issuances, vesting, withholding and settlementMaintain accurate capitalization and fully diluted share-count reporting7. Technical Accounting & AuditOwn the company's relationship with its independent registered public accounting firmStrong knowledge of U.S. GAAP applicable to microcap public companiesManage complex accounting matters involving convertible securities, warrants and derivatives, stock-based compensation, revenue recognition, business combinations, goodwill and intangible assets, debt modifications, and going-concern assessmentsManage annual audits and quarterly reviews efficiently and on scheduleIdentify accounting issues early rather than allowing them to delay SEC filings8. Cash Management, Budgeting & Financial PlanningMaintain detailed visibility into liquidity, cash runway and working capitalDevelop annual budgets, forecasts and scenario modelsProvide management and the Board with accurate cash forecastsConnect operating plans with anticipated financing requirementsMaintain disciplined controls around expenditures and cash management9. Board & Audit CommitteeServe as the primary financial executive working with the Board and Audit CommitteePrepare quarterly financial and Audit Committee materialsClearly communicate financial performance, liquidity, financing requirements, accounting matters and financial risksSupport the Board in evaluating financings, acquisitions and other significant transactions10. Investor & Capital Markets SupportWork closely with the CEO on investor communications and capital-markets strategyParticipate in investor, lender and investment-banking discussionsEnsure financial information communicated externally is consistent with SEC filings and Regulation FD requirementsHelp management evaluate the dilution and shareholder impact of financing alternatives11. Insurance, Risk & Corporate ComplianceOversee the company's corporate insurance programs, including D&O, EPLI, cyber, general liability and other appropriate coverageCoordinate renewals and ensure appropriate coverage for a public companyWork with legal counsel on corporate governance, regulatory and compliance mattersOversee financial aspects of tax, payroll, employment-related obligations and other corporate compliance requirementsIdeal Candidate Profile:Previous experience as CFO of a Nasdaq-listed microcap or small-cap public companyExtensive hands-on experience with 10-Qs, 10-Ks, 8-Ks and SEC reportingA demonstrated history of consistently filing 10-Qs and 10-Ks on timePersonally completed multiple public-company financings, preferably utilizing several different instruments rather than only traditional equity raisesDirect experience with PIPEs, convertible notes, ELOCs, ATMs, registered directs, warrants and other structured securitiesPersonally managed multiple S-1 and S-3 registration statements, with S-4 experience strongly preferredCompleted multiple M&A transactions involving a public companyStrong working knowledge of Nasdaq listing and shareholder-approval rulesSignificant experience with stock compensation plans and equity administrationStrong technical accounting and SEC reporting capabilitiesExperience working directly with the SEC, Nasdaq, PCAOB-registered auditors, securities attorneys, investment banks, transfer agents and institutional investorsAbility to operate effectively in a lean microcap environment and personally drive critical work rather than relying on a large finance organization
Applications are completed on the original employer website.
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