{"url_path":"/sec/fdct/10-k/2026/item-10","section_key":"item-10","section_title":"Item 10 **","topic":"sec","document":{"doc_type":"10-K/A","doc_date":"2026-06-08","source_url":"https://www.sec.gov/Archives/edgar/data/1722731/0001493152-26-027724-index.html","accession_number":"0001493152-26-027724","cik":"0001722731","ticker":"FDCT","issuer_name":"FDCTECH, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1722731/0001493152-26-027724-index.html","primary_entity_key":"0001722731","primary_entity_name":"FDCTECH, INC."},"word_count":1838,"has_tables":true,"body_markdown":"**ITEM\n10.**\n**DIRECTORS,\nEXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE.**\n\n \n\n**Name**\n** **\n**Age**\n** **\n**Position**\n\nMitch\nEaglstein\n \n42\n \nPresident/CEO/Director\n\nImran\nFiroz\n \n53\n \nCFO/Secretary/Director\n\nBrian\nPlatt\n \n46\n \nCTO\n\nJonathan\nBaumgart\n \n42\n \nDirector\n\nGope\nS. Kundnani\n \n68\n \nDirector\n\n \n\nDirectors\nserve until the next annual meeting; their successors are elected and qualified. Officers are appointed to serve for one year until the\nboard of directors meets, following the stockholders’ annual meeting, and the directors’ successors are elected and qualified.\n\n \n\n**Mitchell\nEaglstein, Co-Founder, President, CEO, and Director**\n\n \n\nMr.\nEaglstein, our Co-Founder, President, Chief Executive Officer, and Director, combines over nine (9) years of experience in financial\ntechnology and FX brokerage senior management. Previously, he had been involved in companies in the financial services and technology\nindustries, holding positions including Chief Executive Officer, President, and Chief Operating Officer.\n\n \n\nFrom\nJanuary 2016 to present, Mr. Eaglstein has served as the Founder, Chief Executive Officer, President, and Director of FDCTech, Inc.,\na financial technology company specializing in developing and delivering innovative software solutions and business services to the over-the-counter\n(OTC) brokerage and financial services industries. In this role, Mr. Eaglstein is responsible for leading the development and execution\nof the Company’s long-term strategy, primarily focusing on enhancing shareholder value. He oversees the Company’s infrastructure,\nmanages capital expenditure deployment, and approves budgets. From May 2024 to present, Mr. Eaglstein has also served as the Chief Executive\nOfficer and Chief Operating Officer of Alchemy Markets Ltd. (AML), the Company’s Malta-based subsidiary regulated by the Malta\nFinancial Services Authority (MFSA), where he oversees European operations.\n\n \n\nMr.\nEaglstein has experience managing FX brokerage and FinTech software companies at an executive level. Mr. Eaglstein has participated in\nseveral panel discussions as a distinguished industry expert at various forex-related conferences and tradeshows.\n\n \n\nWe\nbelieve Mr. Eaglstein is qualified to serve on our board of directors as a result of his experience founding and leading our Company\nsince 2016, his extensive background managing FX brokerage and FinTech software companies at the executive level, his deep knowledge\nof the forex and financial technology industries, and his demonstrated expertise as a distinguished industry speaker at various forex-related\nconferences and tradeshows.\n\n \n\n**Imran\nFiroz, Co-Founder, CFO, and Director**\n\n \n\nMr.\nFiroz, our Co-Founder, Chief Financial Officer, Secretary, and Director, combines over twenty-four (24) years of experience in financial\nservices, technology, and risk management senior management. Previously, he had been involved in multiple companies in the financial\nservices, technology, and consulting industries, holding positions including Chief Financial Officer, Co-Founder, Director, and management\nconsultant.\n\n \n\nFrom\nJanuary 2016 to present, Mr. Firoz has served as the Co-Founder, Chief Financial Officer, Secretary, and Director of FDCTech, Inc., a\nfinancial technology company specializing in developing and delivering innovative software solutions and business services to the over-the-counter\n(OTC) brokerage and financial services industries. In this role, Mr. Firoz is responsible for strategic planning and corporate development,\nmergers and acquisitions (M&A), financial restructuring, and risk management. He has guided due diligence efforts, implemented financial\ncontrols, practiced compliance guidelines, and planned disaster recovery strategies. From January 2019 to present, Mr. Firoz has owned\nSpark Capital Investments, LLC, a management consulting firm that assists small-sized private and public companies. From July 2024 to\npresent, Mr. Firoz has served as the Co-Founder and Director of Boumarang Inc., a hydrogen-powered autonomous aerial and marine drone\ncompany. From September 2025 to present, Mr. Firoz has served as the interim Chief Financial Officer of Eva Live, Inc., an AI-driven\nad-tech company.\n\n \n\n33 \n\n \n\n \n\nMr.\nFiroz holds a Bachelor of Engineering (Chemical) from Aligarh University, India (July 1993) and an MBA from the Richard Ivey School of\nBusiness, University of Western Ontario, Canada (April 2001). Mr. Firoz has been a Certified Financial Risk Manager (FRM) from the Global\nAssociation of Risk Professionals (GARP), New Jersey, since January 2003.\n\n \n\nWe\nbelieve Mr. Firoz is qualified to serve on our board of directors as a result of his experience in strategic planning, corporate development,\nmergers and acquisitions, financial restructuring, and risk management, combined with his credentials as a Certified Financial Risk Manager\n(FRM) from the Global Association of Risk Professionals, his MBA from the Richard Ivey School of Business, and his extensive experience\nproviding management consulting services to public and private companies through his ownership of Spark Capital Investments, LLC.\n\n \n\n**Brian\nPlatt, Chief Technology Officer**\n\n \n\nMr.\nPlatt, our Chief Technology Officer, combines over ten (10) years of experience in forex and financial technology senior management.\nHis expertise includes advanced technical knowledge of databases, programming, product development lifecycles, and a clear understanding\nof business needs. Mr. Platt combines his business and technological know-how to ensure quality products, client satisfaction, and optimization\nof human resources.\n\n \n\nFrom\nMay 2016 to present, Mr. Platt has served as the Chief Technology Officer of FDCTech, Inc., a financial technology company specializing\nin developing and delivering innovative software solutions and business services to the over-the-counter (OTC) brokerage and financial\nservices industries. In this role, Mr. Platt manages complex technology and business operations.\n\n \n\nMr.\nPlatt holds a degree in Information Systems from Yeshiva University. He completed computer science training at New York University and\nOracle DBA training at Fairleigh Dickinson University.\n\n \n\n**Jonathan\nBaumgart, Director**\n\n \n\nMr.\nBaumgart, an Independent Director, combines over twenty (20) years of experience in forex and financial services. Mr. Baumgart is considered\nindependent under listing standards.\n\n \n\nFrom\nJune 2021 to present, Mr. Baumgart has served as a non-executive Independent Director of FDCTech, Inc., a financial technology company\nspecializing in developing and delivering innovative software solutions and business services to the over-the-counter (OTC) brokerage\nand financial services industries. From May 2014 to present, Mr. Baumgart has served as the Founder and Chief Executive Officer of Atomiq\nConsulting, a consulting firm specializing in the retail forex industry and the trading of other high-growth financial assets.\n\n \n\nMr.\nBaumgart holds an undergraduate degree in International Affairs and Economics from the Whittemore School of Business and Economics, University\nof New Hampshire, Durham (2004).\n\n \n\nWe\nbelieve Mr. Baumgart is qualified to serve on our board of directors as a result of his experience founding and serving as Chief Executive\nOfficer of Atomiq Consulting since 2014, his specialized expertise in the retail forex industry and trading of high-growth financial\nassets, and his educational background in International Affairs and Economics from the University of New Hampshire.\n\n** **\n\n**Gope\nS. Kundnani, Director**\n\n \n\nMr.\nKundnani, a Director, combines over twenty-six (26) years of experience in entrepreneurial and financial services senior management,\nbuilding successful businesses in the United States, the Middle East, and the United Kingdom. Previously, he had been involved in multiple\ncompanies in the financial brokerage, payments, and manufacturing industries, holding positions including Founder, Director, Partner,\nand Chief Executive Officer.\n\n \n\nFrom\nSeptember 2022 to present, Mr. Kundnani has served as a Director of FDCTech, Inc., a financial technology company specializing in developing\nand delivering innovative software solutions and business services to the over-the-counter (OTC) brokerage and financial services industries.\nFrom May 2018 to present, Mr. Kundnani has served as the Founder and Director of Alchemy Prime Markets (operating through Alchemy Prime\nLimited), a financial brokerage services company regulated by the Financial Conduct Authority (FCA) in the United Kingdom. From December\n2018 to present, Mr. Kundnani has served as the Founder and Director of Blackthorn Finance Limited, an authorized payments financial\nservices company regulated by the FCA. From February 1999 to present, Mr. Kundnani has served as a Partner and Chief Executive Officer\nof Flexo Pack, a polyethylene product manufacturer with a global customer base.\n\n \n\nMr.\nKundnani holds an undergraduate business degree from Mulund College of Commerce, Mumbai, India.\n\n \n\nWe\nbelieve Mr. Kundnani is qualified to serve on our board of directors as a result of his experience as a seasoned entrepreneur with several\ndecades of experience building successful businesses across the United States, the Middle East, and the United Kingdom, including founding\nand serving as Director of Alchemy Prime Markets, an FCA-regulated financial brokerage services company, and Blackthorn Finance Limited,\nan FCA-regulated authorized payments financial services company, as well as his role as Partner and CEO of Flexo Pack, a global polyethylene\nproducts manufacturer.\n\n \n\n**Family\nRelationships**\n\n \n\nThere\nare no family relationships among any of our directors, director nominees, or executive officers.\n\n \n\n34 \n\n \n\n \n\n**Term\nof Office**\n\n \n\nAll\ndirectors serve until the next annual meeting; their successors are elected and qualified. Officers are appointed to serve for one year\nuntil the board of directors’ meeting, followed by the stockholders’ annual meeting, and until the directors’ successors\nhave been elected and qualified.\n\n \n\n**Director\nof Independence**\n\n \n\nOur\nboard of directors is currently composed of four (4) members, of which one (1) director is independent.\n\n \n\n**Audit\nCommittee and Conflicts of Interest**\n\n \n\nSince\nwe do not have an audit or compensation committee comprised of independent directors, the functions that such committees would have performed\nare performed by our Board of Directors. The Board of Directors has not established an audit committee, does not have an audit committee\nfinancial expert, nor has the Board of Directors established a nominating committee. The Company currently lacks a formal audit committee,\nis aware this does not meet Nasdaq listing standards, and is actively taking steps to remedy this prior to or in connection with the\nuplisting, including the addition of independent directors with financial expertise. To date, such directors have been performing the\nfunctions of such committees. Thus, there is a potential conflict of interest in that our four (4) directors and officers have the authority\nto determine issues concerning management compensation, nominations, and audit issues that may affect management decisions.\n\n \n\nThere\nare no family relationships among our directors or officers other than as described above. We are unaware of any other conflicts of interest\nwith our executive officers or directors.\n\n \n\n**Involvement\nin Certain Legal Proceedings**\n\n \n\nNo\ndirector, person nominated to become a director, executive officer, promoter, or control person of our Company has, during the last ten\n(10) years, (i) been convicted in or is currently subject to a pending criminal proceeding (excluding traffic violations and other minor\noffenses); (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of\nsuch proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities\nsubject to any federal or state securities or banking or commodities laws including, without limitation, in any way limiting involvement\nin any business activity, or finding any violation to such law, nor (iii) any bankruptcy petition been filed by or against the business\nof which such person was an executive officer or a general partner, whether at the time of the bankruptcy or for the two (2) years prior\nthereto.\n\n \n\n**Stockholder\nCommunications with the Board of Directors**\n\n \n\nWe\nhave not implemented a formal policy or procedure by which our stockholders can communicate directly with our board of directors. Nevertheless,\nevery effort will be made to ensure that the board hears the views of stockholders and directors and that the appropriate responses are\nprovided to stockholders promptly. Our board of directors will continue to monitor whether it would be relevant to adopt such a process\nduring the upcoming year.\n\n \n\n35"}