UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

(Mark One)
☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
For the fiscal year ended: December 31, 20212022
or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from            to          

Commission File Number 1-8601

CreditRiskMonitor.com, Inc.
(Exact name of registrant as specified in its charter)

Nevada
 
36-2972588
(State (State or other jurisdiction of (I.R.S. Employer
incorporation or organization) (I.R.S. Employer Identification No.)

704 Executive Boulevard, Suite A  
Valley Cottage, New York 10989
(Address of principal executive offices)  (Zip Code)

Registrant’s telephone number, including area code: (845) 230-3000

Securities registered under Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
NoneN/AN/A

Securities registered under Section 12(g) of the Act:

Common Stock $.01 Par Value
(Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer as defined in Rule 405 of the Securities Act.  Yes ☐  No ☑

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.  Yes ☐  No ☑

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes ☑    No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes ☑    No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b‑2 of the Exchange Act.

 Large accelerated filer ☐
Accelerated filer ☐
 
 Non-accelerated filer ☑Smaller reporting company ☑ 
  Emerging growth company ☐ 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements . ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by a check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes ☐  No ☑

The aggregate market value of the registrant’s common stock held by non-affiliates as of June 30, 20202022 was $6,327,730.$10,037,090. The Company’s common stock is traded on the OTC Markets. There were 10,722,401 shares of common stock $.01 par value outstanding as of March 25, 2022.24, 2023.

Documents incorporated by reference: None

PART I

ITEM 1.BUSINESS

In addition to historical information, the following discussion of the Company’s business and certain other statements in this Annual Report on Form 10-K contains forward-looking statements. These forward-looking statements involve risks, uncertainties, and assumptions. The actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including but not limited to, those factors discussed in the sections in this Annual Report on Form 10-K entitled “The CreditRiskMonitor Business”, “The Company’s Goals”, “Marketing and Sales”, and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s opinions only as of the date hereof. CreditRiskMonitor.com, Inc. (the “Company” or “CreditRiskMonitor”) undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements.

Overview

CreditRiskMonitor was organized in Nevada in February 1977 and was engaged in the development and sale of nutritional food products from 1982 until October 22, 1993, when it sold substantially all of its assets, as previously reported. Effective January 19, 1999, the Company acquired the assets of the CreditRisk Monitor credit information service (“CM Service”) from Market Guide Inc. Following the closing of the CM Service purchase, the Company commenced doing business under the name “CreditRiskMonitor.com”.

The CreditRiskMonitor Business

The overall focus of the Company’s Software-as-a-Service (“SaaS”) subscription products is on facilitating the analysis of corporate financial risk, in the context of (a) the extension of trade credit from one business to another, (b) the management by businesses of important relationships with suppliers, and/or (c) the management by businesses of significant “counter-party” (i.e., buying and selling) relationships.

CreditRiskMonitor (see our website at www.creditriskmonitor.com; the contents of our website are not incorporated in, or otherwise to be regarded as part of this Annual Report on Form 10-K) sells a suite of web-based, SaaS subscription products providing access to comprehensive commercial credit reports, bankruptcy risk analytics, financial and payment information, and curated news on public and private companies worldwide.  The products help corporate credit and procurement professionals stay ahead of and manage financial risk more quickly, accurately, and cost-effectively. Our subscribers, including more than 35%nearly 40% of the Fortune 1000 and well over a thousand other large corporations worldwide, use the Company’s timely news alerts, research, and reports on public and private companies to make important financial risk decisions.  The Company’s comprehensive commercial credit reports covering both public and private companies worldwide are published through its web-based platform and feature detailed analyses of financial statements, including ratio analysis and trend reports, and peer analysis.

In an example business-to-business (“B2B”) transaction: the purchase and sale of $20,000 of merchandise, the seller will usually ship before the buyer pays – this act is an extension of trade credit by the seller. The seller takes a financial risk by extending this credit, commonly referred to as “trade credit” risk. The buyer may pay late, causing the seller to incur increased borrowing costs; the seller may incur extra costs in attempting to collect the $20,000; or the buyer may never pay the full $20,000. Amounts unlikely to be repaid are called “bad debts.” If buyers fail to pay, the seller can suffer substantial losses (e.g., assuming the seller averages a 10% pre-tax margin it will take about $10 of sales to offset each $1 of bad debt).

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Academic research has found that, in the United States, about a quarter of corporate debt is trade credit, and the size of this trade credit is roughly three times the size of bank loans. Therefore, more U.S. companies are using trade credit to finance their operations than are using loans from the banking system. Trade credit financing is typically interest-free or even offered at a discount for expedited payment in comparison to alternative sources of working capital financing such as bank or third party (hedge fund) loans, notes, and bonds.  Moreover, many corporations that are starting to show elevated risk are unable to secure bank financing due to poor performance, poor leverage ratios, or a lack of good cash flow metrics.  Finally, the need to tap trade credit financing is highest in points of distress when interest expenses are most burdensome.

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In an example business-to-business (“B2B”) transaction: the purchase and sale of $20,000 of merchandise, the seller will usually ship before the buyer pays – this act is an extension of trade credit by the seller. The seller takes aCompany’s newest platform, SupplyChainMonitor™, leverages its financial risk by extendinganalytics expertise to create a risk management solution built specifically for procurement, supply chain, sourcing, and finance personnel involved in the supplier lifecycle, risk assessment, and ongoing risk monitoring.  Users can assess counterparty risks at the aggregate and granular levels under a variety of categories including geography and industry, as well as customized, customer-specific configurations. The platform features mapping capabilities with real-time weather/natural disaster/power outage event overlays as well as customizable news notifications, reports, and charts.  The Company expects the driving forces for adoption of its new SupplyChainMonitor™ product are the material shifts away from globalization, offshoring, and logistical complexity mandated to support “just-in-time” inventory models due to geopolitical and macroeconomic pressures.  As businesses look to “nearshore,” “friendshore,” and relocate supply hubs away from regions with national security or concentration concerns, they will need extensive data on alternative suppliers and the financial stability of those alternatives.  The Company’s basic value proposition in this credit, commonly referredregard is to help our subscribers focus on finding suppliers that are financially durable as “trade credit” risk. The buyer may pay late, causing the sellerbusinesses with this basic attribute have more resources to incur increased borrowing costs; the seller may incur extra costssupport other key initiatives such as investing in attempting to collect the $20,000; Research & Development (“R&D”); Quality Assurance/Quality Control (“QA/QC”); asset replenishment through capital expenditure in excess of depreciation; cyber security infrastructure; Environmental, Social, & Governance (“ESG”) initiatives; and/or the buyer may never pay the full $20,000. Amounts unlikely to be repaid are called “bad debts.” If buyers fail to pay, the seller can suffer substantial losses (e.g., assuming the seller averages a 10% pre-tax margin it will take about $10 of sales to offset each $1 of bad debt).Diversity, Equity, & Inclusion (“DEI”) initiatives.

To help subscribers to either platform prioritize and monitor risk, the reports offer the Company’s proprietary FRISK®FRISK® and PAYCE®PAYCE® scores (measures of financial distress tied to the probability of bankruptcy, powered by Artificial Intelligence including machine learning, clustering, natural language processing, and deep neural network technology, respectively)technology), as well as the well-known Altman Z” default score, and corporate issuer ratings from key Nationally Recognized Statistical Rating Organizations (“NRSROs”). The FRISK®FRISK® scoring model also features proprietary, aggregate sentiment inputs based on the crowdsourced usage behaviors of our subscribers providing ansubscribers.  The incorporation of this proprietary signal improved the model’s classification of risk and boostingboosts the overall accuracy through the lowering of the false positive rate for the riskiest corporations. We believe the FRISK®FRISK® score, which can predict public company bankruptcy risk with 96%1 accuracy within the next 12 months, is the only analytic featuring such inputs in the industry and is trained on our unmatched depth of proprietary usage data.  CreditRiskMonitor’s crowdsourced usage behavior specifically identifies the shift in aggregate sentiment among the issuers of trade credit and therefore assists in the monitoring of the most critical situations when trade credit-based working capital liquidity can dry up.  With so much trade credit being utilized in the market, CreditRiskMonitor’s SaaS subscription products, featuring its 96% predictive FRISK®FRISK® bankruptcy analytic for public companies and its 70%80%1 predictive PAYCE®PAYCE® bankruptcy analytic for private companies, are emerging as critical for the accurate evaluation and monitoring of counterparty bankruptcy risk for many subscribers.

1 Claim based on back testing of the model on U.S. companies and continued performance checks to validate if the score indicated “high risk” (a score less than 5) at least 3 months prior to a subject company bankruptcy filing.

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CreditRiskMonitor’s reports, on either platform, include company background information, trade payment reports,information, as well as public filings (i.e., suits, liens, judgments, and bankruptcy information) on millions of companies around the world. To keep subscribers current with changing risk conditions, the Company uses email to “push” selected information to subscribers. These emails include continuously filtered news monitoring that keeps subscribers up to date on events affecting the creditworthinessfinancial stability of companies selected by the subscribers. Subscribers also receive alerts covering such topics as FRISK®FRISK® score changes, credit limit alerts, financial statement updates, U.S. Securities and Exchange Commission (“SEC”) filings, and changes in agency ratings. All news items are filtered to assure the stories have financial relevance and materiality.  On U.S. banks, reports include financial data from the Federal Financial Institutions Examination Council (“FFIEC”) call reports.

CreditRiskMonitor’s namesake SaaS subscription products areproduct is most often purchased to review the risks of extending trade credit by a company to its corporate customers. Within a midsized or large corporation, there is often a professional whose responsibility is managing this credit (often together with managing collections of the company’s accounts receivable). CreditRiskMonitor believes that, with the long-term downsizing of corporations and the related reductions in credit departmental budgets and personnel, corporate credit professionals have to do more with less. It is also notable that trade credit decisions are often made under intense time pressure. Simultaneously, the Company believes, there has been an explosive growth in the volume of data about large businesses. Credit professionals are often faced with an overwhelming amount of available data concerning their most important customers, while the time for research and analysis is severely limited. CreditRiskMonitor’s products are designed to save them time, money, and effort by prioritizing their risk and helping them automatically stay up to date as conditions change.


1 Claim based on back testing of the model on U.S. companies and continued performance checks to validate if the score indicated “high risk” (a score less than 5) at least 3 month prior to a subject company bankruptcy filing.

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A meaningful portionMany of the Company’s subscribers usesuse its SaaS subscription products, CreditRiskMonitor and SupplyChainMonitor, for managing the financial risk of relationships with suppliers and/or “counter-parties”“counterparties” with whom they both buy and sell. Strategic planning is another use of the Company’s products. In the last recession and the COVID-19 pandemic, risks to the “supply chain” became a prominent focus of management concern. Companies were reminded that while the financial distress of a single important customer might jeopardize a large receivable associated with that account, the financial distress of a single important supplier can shut down an entire factory and jeopardize a company’s entire revenue stream. The Company’s revenue from existing subscribers who have added users responsible for procurement functions and new subscribers whose usage is entirely related to supply chain use cases is a growing percentage of total revenue.

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In its 20212022 10-K Filing, the Dun & Bradstreet CorporationHoldings, Inc. (“Dun & Bradstreet”), our major competitor, disclosed that it generated approximately $834.7$866.9 million from its Finance & Risk business (i.e., credit, supply chain, and legal/regulatory information services) in North America (i.e., U.S. and Canada) and $430.3$419.1 million the rest of the world, total approximately $1,262.8$1,286 million2 for 2021,2022, which we believe serves a similar mix of business functions. The remaining market is extremely fragmented with numerous other vendors, notably including Experian plc and Equifax Inc. On that basis, we estimate that our revenue represents a little more than 1% of the Total Addressable Market (“TAM”). A review of D&B’s historical performance in its Financial & Risk business (previously known as Risk Management Solutions prior to the take-private transaction in 2018) shows very limited revenue growth during the period from 2005 to 2017 which the Company believes is a reflection of the unprecedented intervention in credit markets by governments and central banks around the world to artificially maintain low interest rates.  This world-spanning policy significantly reduced the number of corporate bankruptcies during this period, damaging the perception of risk within the commercial credit market and putting downward pressure on businesses that provided services and data related to the mitigation of such events.  Given the inflationary environment in 2022, the corresponding tightening of interest rates by central banks, and the number of businesses with limited ability to cover their interest expenses with earnings, the Company expects that the number of corporate bankruptcies will at worst return to long-term average levels which will support the need for the Company’s solutions.

CreditRiskMonitor’s annual-fee,annual fee, SaaS subscription products represented over 99% of its fiscal 20202021 and 20212022 operating revenues. These products are sold to a diverse subscriber base with no single subscriber representing more than 2%1% of 20202021 and 20212022 operating revenues. Accordingly, the Company is not dependent on a single subscriber nor is the Company dependent on a few large subscribers, such that a loss of any individual subscriber would have a material adverse effect on its financial condition or results of operations.

The Company has contractual agreements with its data suppliers, including leading NRSROs to redistribute their information as part of our service. We also obtain financial statements and other data from Refinitiv US LLC. Although we report some of this “raw” data directly on our web-based platform, the critical elements of our SaaS subscription products – the FRISK®FRISK® score, PAYCE® score, ratio analysis, trend reports, peer analyses, Altman Z”-Scores, and email alerts– are computed by the Company using its algorithms and weighting techniques, and are delivered in formats carefully designed for the way our subscribers prefer to use this information.

Further, hundreds of subscribers and non-subscribers provide us with confidential data from their accounts receivable systems that we parse, process, aggregate, and report, so subscribers can see how their counterparties are paying the invoices of other suppliers, without disclosing the specific contributors of this information (the “Trade Contributor Program”).  The Trade Contributor Program’s current trade credit file exceeds $2is nearly $3 trillion of transaction data annually.

2  There was an approximately -$2.2 million adjustment to Total Revenue for the Finance & Risk segment from Corporate and other

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CreditRiskMonitor’s products are the result of management’s experience in the commercial credit industry, third-party financial risk assessment, and ongoing research concerning the information needs of corporate credit and purchasing/procurement departments. These factors have enabled CreditRiskMonitor to satisfy its subscribers’ needs for a timely, efficient, and low-cost creditfinancial risk information service.services. CreditRiskMonitor sells the following SaaS subscription products for analyzing commercial financial risk with all additionalrisk: CreditRiskMonitor and SupplyChainMonitor. Additional products, requiringsummarized below, are add-ons or enhancements to these base subscription products meaning that subscribers must have an active base subscription to its base subscription product (the “Fundamental Service”):access them.


(1)
The Fundamental ServiceCreditRiskMonitor product provides subscribers with unlimited usage and coverage of public and private companies, featuring multi-period spreads of financial reports and ratio analysis, credit risk scores, payment-behavior scores, trend reports, peer analysis, credit limit recommendations, as well as up-to-date financial news screened specifically for materiality in credit evaluation. Another feature of the Fundament Serviceproduct is the notification and delivery of this news via email, concerning only companies of interest to the subscriber. This feature is supplemented with trade receivable data contributed through the Company’s Trade Contributor Program, as well as U.S. public-record filing information (i.e., suits, liens, judgments, and bankruptcy information) covering millions of public and private U.S. companies.  The Company’s Fundamental Servicesproduct is delivered via itsa web platform and isin a highly structured way, enabling the tracking of subscribersubscriber’s usage information for over 15 years, through many financial shifts.

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Subscribers can purchase a more limited version of the Fundamental ServiceCreditRiskMonitor product with coverage of just U.S., Canadian, Mexican, and Caribbean companies (the “North American Service”) for a lower annual fee.  The Company’s flagship version of the Fundamental Serviceproduct (the “Worldwide Service”) covers all public and millions of private non-financial companies internationally.

Subscribers can purchase expanded U.S. private company coverage (the “Experian FSR Scores“U.S. Private Data Enhancement”) via CreditRiskMonitor’s redistribution of Experian’s Financial Stability Risk (“FSR”) Score for an additional annual fee.  The Experian FSR ScoresU.S. Private Data Enhancement provides access to third-party financial distress scores on 3 million private U.S. companies.

Subscribers to the Worldwide Service can purchase expanded European private company coverage (the “European Private Data Enhancement”) for an additional annual fee.  The European Private Data Enhancement provides access to data covering 10 European countries, over 250,000300,000 additional private company FRISK®FRISK® scores, over 1.2 million Altman Z”-Scores, and over 9 million businesses with financial statements.


(2)
The SupplyChainMonitor product provides subscribers with interactive tools to monitor and manage their company’s supply chain risks at the aggregate and granular levels.   With easy-to-use filtering and built-in views, the product offers concise dashboards with drill-down capabilities to examine counterparty risk across categories including geography, industry, and financial risk level, plus subscriber-provided metadata classes such as criticality and direct/indirect.  The product provides functions to easily view supplier locations on a world map, which supports real-time weather, natural disaster, and power outage event overlays. Material news, weather, and other risk alerts and monitoring can be configured as immediate or daily digest push notifications.  Fully customizable company reports provide rich financial insights and charting including the industry-leading 96%-accurate FRISK® score, analyst-informed questions for at-risk counterparties, NRSROs ratings, over 40 unique financial ratios, and much more.  With records on just over 30 million businesses worldwide, predictive risk scores on approximately 5 million, and tier-2 payment data on about 4 million businesses, the SupplyChainMonitor product provides actionable insights for procurement risk management. Enhanced peer analysis tools allow comparisons of up to 5 companies over time across financial ratios and risk scores, simplifying bid reviews and alternative source investigations.  Macro-level risk information on 180 countries across 10 risk categories and powered by the Economist Intelligence Unit is included to assist in sourcing strategy when examining geopolitical, legal, labor, tax, and security risks.
The Fundamental Service features
This platform is only offered with worldwide coverage and includes the U.S. Private Company Data Enhancement with third-party financial distress scores on 3 million private U.S. businesses.  Subscribers can purchase the European Private Data Enhancement for an additional annual fee which provides the same enhanced coverage available in the CreditRiskMonitor product.

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(3)
The Credit Limit Service product, an add-on subscription service available on the CreditRiskMonitor platform product, helps subscribers manage credit line limits for their customers, in light of changes in the customers’ financial strength. Available since 2007, this interactive product monitors daily changes in a customized recommended credit limit for each customer and generates alert messages to subscribers as requested, so they can take immediate action when a customer’s circumstances change. The Credit Limit Service is fully integrated with the CreditRiskMonitor platform produce, allowing subscribers to engage in deep analysis when specific credit line limits are questioned or further explanations are required. The additional fee is based, in part, on the number of companies evaluated during the annual subscription period, and includes email monitoring alerts.


(4)
The Financial Statement Processing (“FSP”) product, an add-on subscription service available on either platform product, provides subscribers a flexible option to help ease their process in the data entry and standardization of private company financial statements, as well as provides private company FRISK® scores featuring accuracy levels in the 90%+ range1 and peer analysis to public company comparables.  The FSP product is sold in blocks of 10 credits, with a single credit used for each counterparty processed during the annual subscription period.  Credits expire at the end of each annual subscription period.


(5)
Confidential Financial Statement Tool (“CFS Tool”) product, an add-on subscription service available on either platform product, provides subscribers a flexible option to help ease their process in the standardization of private company financial statements and provides private company FRISK® scores featuring accuracy levels in the 90%+ range1 and peer analysis to public company comparables.  This product is offered at a lower cost per private counterparty processed than the FSP product, as the subscriber is responsible for the data entry of the private counterparty statements via forms on the Company’s web-based platform. The additional fee is based on subscriber usage.


(6)
Confidential Financial Statement Portal (“CFS Portal”) product, an add-on subscription service available on either platform product, allows subscribers to invite their private company counterparties to enter or upload confidential financial statements via the Company’s secure web portal so they can be standardized and scored to provide private company FRISK® scores featuring accuracy levels in the 90%+ range1 and peer analysis to public company comparables.  This product is offered at a lower cost per private counterparty processed than the FSP product, as the subscriber’s counterparty is responsible for the data entry or upload of the private counterparty statements via forms on the Company’s web-based platform. The CFS Portal product is sold in blocks of 10 credits, with a single credit used for each counterparty processed during the annual subscription period.  Credits expire at the end of each annual subscription period.

Both platform products feature the Company’s proprietary credit scores: the FRISK®FRISK® score and the PAYCE®PAYCE® score. These proprietary scores indicate the level of financial distress, by predicting the probability of bankruptcy within the next 12 months at public and private companies, respectively. The scores provide subscribers with a fast, consistent method for identifying those companies at the greatest risk.

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i.(a)
The FRISK®FRISK® score is updated daily, based on the latest information available to the Company, and is derived from a structural statistical model back-tested using company data and bankruptcies. Many experienced and knowledgeable credit and risk professionals use the Company’s Fundamental Service routinely to analyze the companies with whom they do business. The Company has collected anonymous usage information from its subscribers since 2003 and was able to develop an independently predictive, corporate bankruptcy risk model trained on this aggregated data.  The Company’s modeling confirmed that when its subscribers are concerned with a risky company, they investigate that company more closely, in distinct behavioral patterns. When such patterns occur in aggregate, the herd signal is predictive of increased bankruptcy risk. Essentially, when credit professionals start looking more closely as a group, there is usually a growing concern that can result in the reduction or even elimination of trade credit extension, specifically at one of the most critical financing times for a corporation. In 2016, the FRISK®FRISK® score was retrained and augmented to include this proprietary, aggregate sentiment input.  The resulting enhanced FRISK®FRISK® score more accurately classifies the risk level of the riskiest corporations and can predict public company bankruptcy risk with 96% accuracy within 12 months. The accuracy level of the FRISK®FRISK® score is monitored, at least annually, by our Quality Assurance and Data Science teams and has maintained or surpassed its benchmark 96% accuracy since 2016. Calculation of the FRISK®FRISK® score involves preparation of data from multiple sources, the use of executable software created expressly by and owned by the Company, as well as sophisticated algorithms and weighting techniques that are proprietary Company trade secrets. It appears that CreditRiskMonitor is the only company currently using crowdsourcing of subscriber activity in generating a financial risk score. In 2021,2022, the FRISK®FRISK® score covered approximately 300,000 public and private companies worldwide totaling an estimated $91.4representing over $100 trillion in corporate revenue compared to estimated global Gross Domestic Product (“GDP”) of $89.4 trillion3.revenue.


ii.(b)
The PAYCE®PAYCE® score provides a highly accurate measure of financial stress when no financial statements are available for private companies. It utilizes payment data collected and processed through the Company’s Trade Contribution Program, as well as U.S. federal tax lien data, from CreditRiskMonitor’s extensive database, analyzed with sophisticated deep neural network modeling technologyand more to deliver a 70%an 80% accurate score on approximately 94,000330,000 private companies in the United States and Canada. Unlike other payment-based models that summarize past dollar-weighted payment performance for estimating bankruptcy risk, a PAYCE®PAYCE® score is only calculated when there is both a sufficient number of trade contributors and trade lines on a company for the analysis.


(2)
The Credit Limit Service product, an add-on subscription service, helps subscribers manage credit line limits for their customers, in lightCompany believes that the model covers the vast majority of changesU.S. private companies with $5 million or more annual revenue2. Among all reported bankruptcies, about half land in the customers’ financial strength. Available since 2007, this interactive product monitors daily changes in a customized recommended credit limit for each customer and generates alert messages to subscribers as requested, so they can take immediate action when a customer’s circumstances change. The Credit Limit Service is fully integrated with the Fundamental Service, allowing subscribers to engage in deep analysis when specific credit line limits are questioned or further explanations are required. The additional fee is based, in part, on the number of companies evaluated during the annual subscription period, and includes email monitoring alerts.


3 Based on the FY2020 global GDP of $84.7 trillion and estimated 2021 GDP growth rate of 5.5% as reported by the World Bank

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(3)
The Financial Statement Processing (“FSP”) product, an add-on subscription service, provides subscribers a flexible option to help ease their process in the collection, data entry, and standardization of private company financial statements, as well as providing private company FRISK® scores featuring accuracy levels in the 90%+ range1 and peer analysis to public company comparable.  The FSP product is sold in blocks of 10 credits, with a single credit used for each counterparty processed during the annual subscription period.  Credits expire at the end of each annual subscription period.


(4)
Confidential Financial Statement (“CFS”) product, an add-on subscription service, provides subscribers a flexible option to help ease their process in the standardization of private company financial statements and provides private company FRISK® scores featuring accuracy levels in the 90%+ range1 and peer analysis to public company comparable.  This product is offered at a lower cost per private counterparty processed than the FSP product, as the subscriber is responsible for the data entryhighest risk categories that represent only 2.5% of the private counterparty statements via forms on the Company’s web-based platform. The additional fee is based, for subscribers with existing usage, on the high-watermark of the number of companies processed over the past 3 annual subscription periods.coverage population.

The viability and potential of CreditRiskMonitor’s business are made possible by the following characteristics:


•
Low price. The prices of CreditRiskMonitor’s SaaS subscription products are low as compared to a subscriber’s possible losses from not being paid by a customer or being unable to secure critical inventory/services from a supplier, and are low as compared to the cost of most competitive creditthird party financial risk analysis products.

2 Based on data published by the North American Industry Classification System (“NAICS”) Association on the number of U.S. businesses with annual sales ranges greater than or equal to $5 million and the number of U.S. public companies it follows

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Non-cyclical. As economic growth slows, general corporate credit risk usually increases and the credit manager’s function rises in importance and complexity. Additionally, products that allow credit managers to perform their jobs more efficiently and cost-effectively, as compared to competitive services, should gain market share in most business environments and especially during aan economic downturn. In a contracting business environment, many companies face increasing price competition, which should accelerate their shift to lower-cost technologies and providers, such as CreditRiskMonitor. CreditRiskMonitor’s business and recurring revenues have continued to grow as world economic growth slowed or declined. Over the last ten years the issuance of corporate “junk bonds” and other debt by public companies and public debt by private companies (LBOs, etc.), and the development of credit instruments to hedge default and interest rate risk (i.e., credit derivatives) has increased dramatically. It is difficult to get a complete or very accurate number of the totals, but according to the Bank for International Settlements, as of June 2021,2022, the notional value of Over-the-Counter Credit Default Swap Derivatives was $610$632 trillion43. For perspective, the world GDP estimate for the full year is approximately $89$99 trillion and the market value of all worldwide domestic equity as of 3Q-2022 was approximately $120$111 trillion54. Thus, publicly-listed companies and private companies with public debt have a vulnerability to business cycle contraction and the attendant market risks for interest rates and stock markets. Large over-the-counter debt and generally high market uncertainty indicate continued high risk and complexity in extending commercial trade credit to many companies putting a premium on the speed and analytic strength of CreditRiskMonitor’s products.

4 As reported by the Bank of International Settlements (“BIS”) in a Statistical Release on November 15, 2021
5 As reported by the Securities Industry and Financial Markets Association (“SIFMA”) in its Global Equity Market Primer issued on November 9, 2021

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Recurring revenue stream. The recurring annual revenue stream of its SaaS subscription fee model gives the Company stability not found in a traditional, non-subscription company.


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Profit multiplier. Some of the Company’s basic costs are being reduced. On a broad generic basis, the prices of computer hardware, software, and telecommunications have been coming down for all buyers, including CreditRiskMonitor. In addition, CreditRiskMonitor has automated a significant amount of the processes used to create and deliver its SaaS subscription products; therefore, its production costs, apart from the development cost of enhancing and upgrading the Company’s web platform, are relatively stable over a wide range of increasing revenue. Offsetting these cost reductions is the cost of increasing the data content of CreditRiskMonitor’s SaaS subscription products if the Company chooses to increase content and not raise its prices to cover these additional costs.


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Self-financing. CreditRiskMonitor’s business has no inventory, manufacturing, or warehouse facilities, and payments for its products are made early in the subscription period with nearly all subscribers paying annual fees without termination for convenience rights as opposed to monthly or quarterly contracts. Thus, the Company’s business has a low capital intensity and is capable of generating high margins and sufficient positive cash flow to grow the business organically with little need for external capital.


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Management. CreditRiskMonitor has an experienced management team with proven talent in business credit evaluation systems and SaaS web development. The Company’s senior management team has an average tenure of over 15 years.

3 As reported by the Bank of International Settlements (“BIS”) in a Statistical Release on November 30, 2022
4 As reported by the Securities Industry and Financial Markets Association (“SIFMA”) in its Research Quarterly Report on Equities issued on October 19, 2022

9
The Company’s Goals


•
Growth in U.S. market share. Faced with a dominant U.S. competitor, Dun & Bradstreet, as well as several other larger competitors, the Company’s primary goal is to gain market share. The Company believes that many potential subscribers are unaware of its SaaS subscription products, while many others who are aware of CreditRiskMonitor have not evaluated its products.


•
International penetration. Foreign companies doing business within the U.S. or other foreign countries may have the same need as domestic companies for CreditRiskMonitor’s credit analysis of U.S. and foreign companies. Internationally, the Internet provides a mechanism for rapid and inexpensive marketing and distribution of CreditRiskMonitor’s SaaS subscription products.


•
Broaden the services supplied. Revenue per subscriber may increase over time as the Company adds functionality, content, and new products. Also, revenue per subscriber should increase over time as the Company sells additional seat licenses (upsell) and products (cross-sell) to existing subscribers.  The Company’s SupplyChainMonitor product is a clear example of this goal as it is offered at a higher price point with additional functionality and content.


•
Lowest cost provider. CreditRiskMonitor’s sourcing, analysis, and preparation of data into a usable form are highly automated. CreditRiskMonitor delivers all of its information to subscribers via the Internet and there is automation between the sourcing of data and delivery of a company credit report to a subscriber. Because of this automation, CreditRiskMonitor’s production costs are relatively stable over a wide range of increasing revenue. Management believes CreditRiskMonitor’s cost structure is one of the lowest in its industry while maintaining a higher customer service level for subscribers.

7

•
High margins and return on investment. The Company foresees declining unit costs in some important expense areas, such as computer and communication costs, which should increase net profits from its SaaS subscription products’ income stream. The Company has lower sales expenses for subscriber renewals than for new sales, and the Company expects that its renewal revenue will continue to grow to be a larger share of total revenue each year. All these naturally occurring unit cost reductions will be in addition to the cost reductions achieved through servicing more subscribers over the Company’s in-place fixed costs.

Marketing and Sales

To gain market share for the Company’s products, it will continue to use the Internet (at our website www.creditriskmonitor.com) as the primary mechanism for demonstrating and distributing its offerings. To inform potential subscribers about its products, CreditRiskMonitor uses a combination of telephone sales, Internet demonstration, and inbound and outbound marketing, including but not limited to digital strategies, social media, media/PR outreach, trade show representation, and speaking engagements before credit and procurement groups and associations.

Value Proposition

The Company’s fundamental value proposition is that it creates and sells high-quality, industry-leading commercial creditfinancial risk reports featuring analytics with the highest accuracy levels in the market that help busy risk professionals stay ahead of financial risk quickly, easily, and precisely, at a competitive cost to those from the leading provider. Because Dun & Bradstreet has the largest share of the commercial credit market, their flagship product, DNBi, is the standard by which the market measures both quality and price. The Company’s research shows that its subscribers overwhelmingly agree that CreditRiskMonitor’s products save them time, help them to make better credit decisions, and represent a significant value for the price paid compared to its competitors.

10
CreditRiskMonitor’s operational strategy is to deliver on its value proposition by continuing to be one of the industry’s lowest-cost producers of high-quality, accurate commercial credit information by continuously collecting data from a wide variety of sources and employing sophisticated, proprietary, algorithms to process that data into an extensive database of valuable reports on companies. Highly automated operations add to the reliability and consistency of these reports while limiting costs. The Company employs a small number of analysts who selectively review data at critical points in its processes to further enhance the quality of its products and their relevance to credit professionals.

Risks Related to Information Systems Security

The Company’s information systems, and those of its third-party service providers and vendors, are vulnerable to an increasing threat of continually evolving cybersecurity risks. These risks may take the form of malware, computer viruses, cyber threats, extortion, employee error, malfeasance, system errors, or other types of risks, and may occur from inside or outside of our organization. Cybersecurity risk is increasingly difficult to identify and quantify and cannot be fully mitigated because of the rapidly evolving nature of the threats, targets, and consequences. Additionally, unauthorized parties may attempt to gain access to these systems or our information through fraud or other means of deceiving our third-party service providers, employees, or vendors. The Company’s operations depend, in part, on how well it and its suppliers protect networks, equipment, information technology (“IT”) systems, and software against damage from several threats. The Company has entered into agreements with third parties for hardware, software, telecommunications, and other services in connection with its operations. The Company’s operations depend on the timely maintenance, upgrade, and replacement of networks, equipment, IT systems, and software. However, if the Company is unable or delayed in maintaining, upgrading, or replacing its IT systems and software, the risk of a cybersecurity incident could materially increase. Any of these and other events could result in information system failures, delays, and/or increases in capital expenses. The failure of information systems or a component of information systems may, depending on the nature of any such failure, adversely impact the Company’s reputation and results of operations.

8
In addition, targeted attacks on the Company’s systems (or on systems of third parties that it relies on), failure or non-availability of a key IT system, or a breach of security measures designed to protect its IT systems could result in disruptions to its operations through delays or the corruption and destructions of its data, property damage, loss of confidential information or financial or reputational risks. As the threat landscape is ever-changing, the Company must make continuous mitigation efforts, including risk prioritized controls to protect against known and emerging threats; tools to provide automated monitoring and alerting; frequent employee training; and backup and recovery systems to restore systems and return to normal operations. However, there can be no assurance that the Company’s ability to monitor for or mitigate cybersecurity risks will be fully effective, and the Company may fail to identify cybersecurity breaches or discover them in a timely way.

Any significant compromise or breach of the Company’s data security, whether external or internal, or misuse of its data, could result in significant costs, lost sales, fines, and lawsuits, as well as damage to its reputation. In addition, as the regulatory environment as related to information security, data collection, data use, and privacy becomes increasingly rigorous, with new and constantly changing requirements applicable to our business, compliance with those requirements could also result in additional costs. As cyber threats continue to evolve, the Company may be required to expend additional resources to continue to modify or enhance protective measures or to investigate and remediate any security vulnerabilities.

11
Employees

As of MarchFebruary 1, 20222023, the Company had approximately 90 employees. None of the Company’s employees are covered by a collective bargaining agreement. The Company believes its relations with its employees to be satisfactory and has suffered no interruption in operations.

The Company established a 401(k) Plan covering all employees effective January 1, 2000 that provides for discretionary Company contributions.  Employees are eligible to participate in the 401(k) plan if they are over the age of 21 and after completing one month of service with the company after their hire date.  The Company has no other retirement, pension, profit sharing, or similar program in effect for its employees. The Company adopted a long-term incentive plan in 2020 that covers its employees, replacing its former 2009 Plan.

Available Information

Copies of the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the Exchange Act), are available free of charge on its website (www.creditriskmonitor.com) as soon as reasonably practicable after the Company electronically files the material with or furnishes it to the SEC. Printed copies of these documents may be requested, free of charge, by contacting the Corporate Secretary, CreditRiskMonitor.com, Inc., 704 Executive Boulevard, Valley Cottage, NY 10989. Additionally, the SEC maintains an Internet site (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. Information on the Company’s website or linked to its website is not incorporated by reference into this Annual Report.

9
ITEM 2.PROPERTIES.

The Company does not own any real property. The Company’s principal office is located in approximately 16,900 square feet of leased space in an industrial warehouse complex located in Valley Cottage, New York. The lease expires on July 31, 2025 and provides for an aggregate total monthly cost of approximately $21,600, subject to annual increases, plus an allocated portion of real estate taxes and insurance.


ITEM 3.LEGAL PROCEEDINGS.

The Company, at various times, may be involved in legal proceedings arising from the ordinary course of business.  The Company records a liability when it believes it has enough information to assess the probability that a loss will be incurred and the amount of loss or range of loss can be reasonably estimated.  Neither the Company nor its property is a party to or the subject of a pending legal proceeding.


12
ITEM 4.MINE SAFETY DISCLOSURES.

Not applicable.

10
PART II

ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

The Company’s Common Stock is traded on the OTC Markets OTCQX U.S. under the symbol “CRMZ”. The following table sets forth the high and low closing bid quotations reported on the OTCQX for each calendar quarter of 20202021 and 2021.2022. These quotations reflect inter-dealer prices without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

 High Bid  Low Bid  High Bid  Low Bid 
      
2020      
First Quarter 
$
1.62
  
$
1.23
 
Second Quarter 
$
1.55
  
$
1.40
 
Third Quarter 
$
2.30
  
$
1.40
 
Fourth Quarter 
$
2.47
  
$
2.10
 
            
2021            
First Quarter 
$
2.65
  
$
2.18
  
$
2.65
  
$
2.18
 
Second Quarter 
$
3.29
  
$
2.30
  
$
3.29
  
$
2.30
 
Third Quarter 
$
2.57
  
$
1.90
  
$
2.57
  
$
1.90
 
Fourth Quarter 
$
2.02
  
$
1.63
  
$
2.02
  
$
1.63
 

      
2022      
First Quarter 
$
2.56
  
$
1.72
 
Second Quarter 
$
2.55
  
$
2.05
 
Third Quarter 
$
2.31
  
$
1.94
 
Fourth Quarter 
$
2.41
  
$
1.99
 

On March 1, 2022,2023, there were approximately 170156 registered holders of the Company’s Common Stock based on information provided by our transfer agent. This number does not reflect the number of individuals or institutional investors holding stock in nominee name through banks, brokerage firms, and others.

In fiscal 20212022 and 2020,2021, the Company did not declare a cash dividend.

The Company did not repurchase any of its common stock during the year ending 2021.2022.


ITEM 6.SELECTED FINANCIAL DATA.RESERVED.

Not applicable.

11
13
ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Business Environment

The continuing uncertainty in the worldwide financial system has negatively impacted general business conditions. It is possible that a weakened economy could adversely affect our subscribers’ need for credit information, or even their solvency, but we cannot predict whether or to what extent this will occur.

Our strategic priorities and plans for 20222023 are to continue to build on the improvement initiatives underway to achieve sustainable, profitable growth.

Financial Condition, Liquidity and Capital Resources

The following table presents selected financial information and statistics as of December 31, 20212022 and 20202021 (dollars in thousands):

 2021  2020  
2022
  
2021
 
Cash and cash equivalents 
$
12,382
  
$
10,303
  
$
9,867
  
$
12,382
 
Held-to-maturity securities 
$
4,028
  
$
-
 
Accounts receivable, net 
$
2,803
  
$
2,557
  
$
3,500
  
$
2,803
 
Working capital 
$
3,964
  
$
848
  
$
5,416
  
$
3,964
 
Cash ratio 
1.04
  
0.79
  
0.78
  
1.04
 
Quick ratio 
1.28
  
0.98
  
1.38
  
1.28
 
Current ratio 
1.32
  
1.06
  
1.43
  
1.32
 

The Company has invested some of its excess cash in cash equivalents, held to maturity debt securities, and available for salemarketable securities. All highly liquid investments with an original maturity of three months or less when purchased are considered cash equivalents, while those with maturities in excess of three months when purchased are reflected as marketable securities, or held-to-maturity securities.

As of December 31, 2021,2022, the Company had $12.38$9.87 million in cash and cash equivalents, an increasea decrease of approximately $2.08$2.51 million from December 31, 2020.2021. This increasedecrease was primarily the result of cash provided by operating activities of approximately $2$1.8 million and cash provided byused in investing activities of approximately $100 thousand.$4.3 million.

The main component of current liabilities at December 31, 20212022 was unexpired subscription revenue of $9.52$9.98 million, which should not require significant future cash outlay, as this is annual reoccurring revenue, other than the cost of preparation and delivery of the applicable commercial credit reports, which cost much less than the unexpired subscription revenue shown. Unexpired subscription revenue is recognized as income over the subscription term, which approximates 12 months.  The Company has no debt, and expects to meet the current and long term lease obligations for office space using operating cash flows.  The Company maintains an adequate cash balance to meet the Company’s material cash requirements.

The Company has no bank lines of credit or other currently available credit sources.

12
14
Off-Balance Sheet Arrangements

The Company is not a party to any off-balance sheet arrangements.

Results of Operations

20212022 vs. 20202021



Year Ended December 31,
 Year Ended December 31,  2022  2021 
 2021  2020  
  % of Total  
  % of Total 
 Amount  
% of Total Revenue
  Amount  
% of Total Revenue
  Amount  Revenue  Amount  
Revenue
 
                   
  
 
Operating revenues $17,065,132   100% $15,732,366   100% $17,979,317   100% $17,065,132   100%
                        
Operating expenses:                        
Data and product costs 6,332,091  37% 6,026,464  38% 6,984,729  39% 6,332,091  37%
Selling, general and administrative expenses
 8,134,694  48% 9,724,182  62% 9,040,767  50% 8,134,694  48%
Depreciation and amortization  296,299   2%  219,847   1%  382,342   2%  296,299   2%
Total operating expenses  14,763,084   87%  15,970,493   102%  16,407,838   91%  14,763,084   87%
                        
Income (loss) from operations 2,302,048  13% (238,127) (2%)
Income from operations 1,571,479  9% 2,302,048  13%
Gain on forgiveness of bank loan 1,561,500  9%       -  -  1,561,500  9%
Other income, net  9,962   0%  26,774   0%  180,762   1%  9,962   0%
                        
Income (loss) before income taxes 3,873,510  23% (211,353) (1%)
Benefit from (provision for) income taxes  (509,806)  (3%)  163,925   1%
Income before income taxes 1,752,241  10% 3,873,510  23%
Provision for income taxes  (392,003)  (2%)  (509,806)  (3%)
                        
Net income (loss) $3,363,704   20% $(47,428)  (0%)
Net income $1,360,238   8% $3,363,704   20%

Operating revenues increased approximately $1.3$0.9 million, or 8%5%, for fiscal 20212022 over the prior year. This overall revenue growth resulted from an increase in SaaS subscription products revenue, attributable to increased sales to new and existing subscribers.subscribers, as well as related price increases for subscriptions.

Data and product costs increased approximately $306$653 thousand, or 5%10%, for fiscal 20212022 compared to fiscal 2020.2021. This increase was due primarily to (1) higher salary and related employee benefits due to pay raises to staff, and (2) higher costs of third-party content, due to price increases instituted by some of the Company’s major suppliers.

Selling, general and administrative expenses decreasedincreased approximately $1.59$0.9 million, or 16%11%, for fiscal 20212022 compared to fiscal 2020.2021. This decreaseincrease was due to lowermore commissions being paid out in 20212022 due to lower-than-expected new sales and lowerof newer product offerings, higher salary expenses, due to employee turnover. This decrease was offset by some higher salarymarketing expenses from exhibiting at trade shows, and related employee benefits.sales enablement software.

In 2021 The Company’s PPP loan was forgiven by the Small Business Administration resulting in a gain of $1.56 million.

Other income decreasedincreased approximately $17$171 thousand for fiscal 20212022 compared to fiscal 2020.2021. This decreaseincrease was due to the lowerhigher return received on the Company’s money market fund holdings compared to fiscal 2020.2021.

15
Future Operations

The Company over time intends to expand its operations by expanding the breadth and depth of its product and service offerings and introducing new and complementary products. Gross margins attributable to new business areas may be lower than those associated with the Company’s existing business activities.

13
The Company’s current and future expense levels are based largely on its investment plans and estimates of future revenues. To a large extent these costs do not vary with revenue. Sales and operating results generally depend on the Company’s ability to attract and retain subscribers and the volume of and timing of the subscriptions for the Company’s products, which are difficult to forecast. The Company may be unable to adjust spending in a timely manner to compensate for any unexpected revenue shortfall. Accordingly, any significant shortfall in revenues in relation to the Company’s planned expenditures would have an immediate adverse effect on the Company’s business, prospects, financial condition and results of operations. Further, as a strategic response to changes in the competitive environment, the Company may from time to time make certain pricing, service, marketing or acquisition decisions that could have a material adverse effect on its business, prospects, financial condition and results of operations.

Achieving greater profitability depends on the Company’s ability to generate and sustain increased revenue levels. The Company believes that its success will depend in large part on its ability to (i) increase its brand awareness, (ii) provide its subscribers with outstanding value, thus encouraging renewals, and (iii) achieve sufficient sales volume to realize economies of scale. Accordingly, the Company intends to continue to increase the size of its sales force and service staff, and to invest in product development, operating infrastructure, marketing and promotion. The Company believes that these expenditures will help it to sustain the revenue growth it has experienced over the last several years. We anticipate that sales and marketing expenses will continue to increase in dollar amount and as a percentage of revenues into 20222024 and future periods as the Company continues to expand its business on a worldwide basis. Further, the Company expects that product development expenses will also continue to increase in dollar amount and may increase as a percentage of revenues into 20222024 and future periods because it expects to employ more development personnel on average compared to prior periods and build the infrastructure required to support the development of new and improved products and services. However, as some of these expenditures are discretionary in nature, the Company expects that the actual amounts incurred will be in line with its projections of future cash flows in order not to negatively impact its future liquidity and capital needs. There can be no assurance that the Company will be able to achieve these objectives within a meaningful time frame.

The Company expects to experience fluctuations in its future quarterly operating results due to a variety of factors, some of which are outside the Company’s control. Factors that may adversely affect the Company’s quarterly operating results include, among others, (i) new variants of COVID-19 and government related restrictions on our subscribers and their ongoing businesses and how those effects may impact our sales to them, (ii) the Company’s ability to retain existing subscribers, attract new subscribers at a steady rate and maintain customer satisfaction, (iii)(ii) the Company’s ability to maintain gross margins in its existing business and in future product lines and markets, (iv)(iii) the development of new services and products by the Company and its competitors, (v)(iv) price competition, (vi)(v) the Company’s ability to obtain products and services from its vendors, including information suppliers, on commercially reasonable terms, (vii)(vi) the Company’s ability to upgrade and develop its systems and infrastructure, and adapt to technological change, (viii)(vii) the Company’s ability to attract and retain personnel in a timely and effective manner, (ix)(viii) the Company’s ability to manage effectively its development of new business segments and markets, (x)(ix) the Company’s ability to successfully manage the integration of operations and technology of acquisitions or other business combinations, (xi)(x) technical difficulties, system downtime, cybersecurity breaches, or Internet brownouts, (xii)(xi) the amount and timing of operating costs and capital expenditures relating the Company’s business, operations and infrastructure, (xiii)(xii) governmental regulation and taxation policies, (xiv)(xiii) disruptions in service by common carriers due to strikes or otherwise, (xv)(xiv) risks of fire or other casualty, (xvi)(xv) litigation costs or other unanticipated expenses, (xvii)(xvi) interest rate risks and inflationary pressures, and (xviii)(xvii) general economic conditions and economic conditions specific to the Internet and online commerce.

14
16
Due to the foregoing factors, the Company believes that period-to-period comparisons of its revenues and operating results are not necessarily meaningful and should not be relied on as an indication of future performance.

Critical Accounting Policies, Estimates and Judgments

The Company’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates and judgments on historical experience and other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. Management continually evaluates its estimates and judgments, the most critical of which are those related to:

Valuation of goodwill -- Goodwill requires critical accounting estimates in the evaluation of the Company’s assets which are subject to depreciation and valuation judgements.  In addition, the Company uses the publicly traded stock price to estimate fair value, which is subject to market fluctuations and change. See the information in Note 2 to the financial statements under the caption “Goodwill” for accounting polices related to the recognitioncalculation of goodwill.

Income taxes -- The calculation of income taxes requires critical accounting estimates in budgeting expenses, estimating sales figures, and forecasting staffing and technology needs for the upcoming year, all of which are constantly subject to change as the year progresses. See the information in Note 2 to the financial statements under the caption “Income Taxes” for accounting polices related to the recognitioncalculation of income taxes.

Recently Issued Accounting Standards

The information set forth under Note 2 to the financial statements under the caption “Recently Issued Accounting Standards” is incorporated herein by reference.

1517
ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders
CreditRiskMonitor.com, Inc.
Opinion on the Financial Statements
We have audited the accompanying balance sheets of CreditRiskMonitor.com, Inc. (the “Company”) as of December 31, 20212022 and 2020,2021, and the related statements of operations, stockholders’ equity and cash flows for the years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20212022 and 2020,2021, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ CohnReznick LLP
We have served as the Company’s auditor since 2004.
Melville, New York

March 25, 202224, 2023

1618
CREDITRISKMONITOR.COM, INC.
BALANCE SHEETS
December 31, 20212022 and 20202021

 2021
  2020
  2022
  2021
 
            
ASSETS            
Current assets:            
Cash and cash equivalents 
$
12,381,521
  
$
10,302,732
  
$
9,866,628
  
$
12,381,521
 
Available-for-sale securities -municipal bonds
  
0
   
458,237
 
Held-to-maturity securities – treasury bills
  4,028,565   - 
Accounts receivable, net of allowance of $30,000
  
2,803,236
   
2,557,443
   
3,500,259
   
2,803,236
 
Other current assets  
581,149
   
589,072
   
656,379
   
581,149
 
                
Total current assets  
15,765,906
   
13,907,484
   
18,051,831
   
15,765,906
 
                
Property and equipment, net  
606,193
   
545,675
   
481,804
   
606,193
 
Operating lease right-of-use asset  
2,012,155
   
2,200,031
   
1,816,505
   
2,012,155
 
Goodwill  
1,954,460
   
1,954,460
   
1,954,460
   
1,954,460
 
Other assets  
86,714
   
84,892
   
163,470
   
86,714
 
                
Total assets 
$
20,425,428
  
$
18,692,542
  
$
22,468,070
  
$
20,425,428
 
                
LIABILITIES AND STOCKHOLDERS’ EQUITY                
Current liabilities:                
Unexpired subscription revenue 
$
9,520,226
  
$
9,646,407
  
$
9,980,092
  
$
9,520,226
 
Accounts payable  
358,307
   
130,089
   
245,854
   
358,307
 
Current portion of operating lease liability  
177,485
   
161,874
   
193,953
   
177,485
 
Current portion of bank loan  
0
   
1,299,007
 
Accrued expenses  
1,745,290
   
1,822,485
   
2,216,376
   
1,745,290
 
                
Total current liabilities  
11,801,308
   
13,059,862
   
12,636,275
   
11,801,308
 
                
Deferred taxes on income, net  
407,805
   
333,432
   
332,566
   
407,805
 
Unexpired subscription revenue, less current portion  
127,124
   
197,545
   
163,320
   
127,124
 
Bank loan, less current portion  
0
   
262,493
 
Operating lease liability, less current portion  
1,960,127
   
2,137,559
   
1,766,174
   
1,960,127
 
                
Total liabilities  
14,296,364
   
15,990,891
   
14,898,335
   
14,296,364
 
                
Commitments and contingencies  0   0   
   
 
                
Stockholders’ equity:                
Preferred stock, $0.01 par value; authorized 5,000,000 shares; 0ne issued
  
0
   
0
 
Preferred stock, $0.01 par value; authorized 5,000,000 shares; none issued
  
-
   
-
 
Common stock, $0.01 par value; authorized 32,500,000 shares; issued and outstanding 10,722,401 shares
  
107,224
   
107,224
   
107,224
   
107,224
 
Additional paid-in capital  
29,824,242
   
29,760,533
   
29,904,675
   
29,824,242
 
Accumulated deficit  
(23,802,402
)
  
(27,166,106
)
  
(22,442,164
)
  
(23,802,402
)
                
Total stockholders’ equity  
6,129,064
   
2,701,651
   
7,569,735
   
6,129,064
 
                
Total liabilities and stockholders’ equity 
$
20,425,428
  
$
18,692,542
  
$
22,468,070
  
$
20,425,428
 

The accompanying notes are an integral part of these financial statements.

1719
CREDITRISKMONITOR.COM, INC.
STATEMENTS OF OPERATIONS
Years Ended December 31, 20212022 and 20202021

 2021
  2020
  2022  2021 
            
Operating revenues 
$
17,065,132
  
$
15,732,366
  
$
17,979,317
  
$
17,065,132
 
                
Operating expenses:                
Data and product costs  
6,332,091
   
6,026,464
   
6,984,729
   
6,332,091
 
Selling, general and administrative expenses  
8,134,694
   
9,724,182
   
9,040,767
   
8,134,694
 
Depreciation and amortization  
296,299
   
219,847
   
382,342
   
296,299
 
                
Total operating expenses  
14,763,084
   
15,970,493
   
16,407,838
   
14,763,084
 
                
Income (loss) from operations  
2,302,048
   
(238,127
)
Income from operations  
1,571,479
   
2,302,048
 
Other income:                
Gain on forgiveness of bank loan  1,561,500   0   -   1,561,500 
Other income, net  
9,962
   
26,774
   
180,762
   
9,962
 
                
Income (loss) before income taxes  
3,873,510
   
(211,353
)
(Provision for) Benefit from income taxes  
(509,806
)
  
163,925
 
Income before income taxes  
1,752,241
   
3,873,510
 
Provision for income taxes  
(392,003
)
  
(509,806
)
                
Net income (loss) 
$
3,363,704
  
$
(47,428
)
Net income 
$
1,360,238
  
$
3,363,704
 
                
Net income (loss) per share:        
Net income per share:        
Basic
 
$
0.31
 
$
(0.00
)
 
$
0.13
  
$
0.31
Diluted 
$
0.31
 
$
(0.00
)
 
$
0.13
  
$
0.31

The accompanying notes are an integral part of these financial statements.

1820
CREDITRISKMONITOR.COM, INC.
STATEMENTS OF STOCKHOLDERS’ EQUITY
Years Ended December 31, 20212022 and 20202021

 Common Stock  
Additional
Paid-in
  Accumulated  
Total
Stockholders’
  Common Stock  
Additional
Paid-in
  Accumulated  
Total
Stockholders’
 
 Shares  Amount  
Capital
  
Deficit
  Equity  Shares  Amount  
Capital
  
Deficit
  Equity 
Balance January 1, 2020
  
10,722,401
  
$
107,224
  
$
29,705,673
  
$
(27,118,678
)
 
$
2,694,219
 
                    
Net loss
  
-
   
0
   
0
   
(47,428
)
  
(47,428
)
Stock-based compensation  
-
   
0
   
54,860
   
0
   
54,860
 
                    
Balance December 31, 2020
  
10,722,401
   
107,224
   
29,760,533
   
(27,166,106
)
  
2,701,651
 
Balance January 1, 2021
  
10,722,401
  
$
107,224
  
$
29,760,533
  
$
(27,166,106
)
 
$
2,701,651
 
                                        
Net income
  -
   
0
   
0
   
3,363,704
   
3,363,704
   
-
   
-
   
-
   
3,363,704
   
3,363,704
 
Stock-based compensation  
-
   
0
   
63,709
   
0
   
63,709
   
-
   
-
   
63,709
   
-
   
63,709
 
                                        
Balance December 31, 2021
  
10,722,401
  
$
107,224
  
$
29,824,242
  
$
(23,802,402
)
 
$
6,129,064
   
10,722,401
   
107,224
   
29,824,242
   
(23,802,402
)
  
6,129,064
 
                    
Net income
  -
   
-
   
-
   
1,360,238
   
1,360,238
 
Stock-based compensation  
-
   
-
   
80,433
   
-
   
80,433
 
                    
Balance December 31, 2022
  
10,722,401
  
$
107,224
  
$
29,904,675
  
$
(22,442,164
)
 
$
7,569,735
 

The accompanying notes are an integral part of these financial statements.

1921
CREDITRISKMONITOR.COM, INC.
STATEMENTS OF CASH FLOWS
Years Ended December 31, 20212022 and 20202021


 2022
  2021
 

 2021
  2020
       
Cash flows from operating activities:            
Net income (loss) $3,363,704  $(47,428)
Adjustments to reconcile net income (loss) to net        
Net income
 $1,360,238  $3,363,704 
Adjustments to reconcile net income to net        
cash provided by operating activities:                
Gain on forgiveness of bank loan  (1,561,500)  0   -   (1,561,500)
Amortization of bond discount
  (27,131)  - 
Deferred income taxes  74,373   (188,333)  (75,239)  74,373 
Depreciation and amortization  296,299   219,847   382,342   296,299 
Operating lease  26,055   33,715   18,166   26,055 
Stock-based compensation  63,709   54,860   80,433   63,709 
Changes in operating assets and liabilities:                
Accounts receivable, net  (245,793)  (269,523)  (697,023)  (245,793)
Other current assets  7,923   3,153   (75,230)  7,923 
Other assets  (1,821)  (91,068)  (76,757)  (1,821)
Unexpired subscription revenue  (196,603)  1,025,940   496,063   (196,603)
Accounts payable  228,219   (7,412)  (112,453)  228,219 
Accrued expenses  (77,196)  477,936   471,086   (77,196)
                
Net cash provided by operating activities  1,977,369   1,211,687   1,744,495   1,977,369 
                
Cash flows from investing activities:                
Sale (purchase) of available-for-sale securities - municipal bonds
  458,237   (458,742)
Sale of available-for-sale securities – municipal bonds
  -   458,237 
Purchase of held-to-maturity securities – treasury bills
  (4,001,434)  - 
Purchase of property and equipment  (356,817)  (287,549)  (257,954)  (356,817)
                
Net cash provided by (used in) investing activities  
101,420
   
(746,291
)
Net cash (used in) provided by investing activities  
(4,259,388
)
  
101,420
 
                
Cash flows from financing activities:        
Proceeds from bank loan  
0
   
1,561,500
 
        
Net cash provided by financing activities  
0
   
1,561,500
 
        
Net increase in cash and cash equivalents  
2,078,789
   
2,026,896
 
Net (decrease) increase in cash and cash equivalents  
(2,514,893
)
  
2,078,789
 
Cash and cash equivalents at beginning of year  
10,302,732
   
8,275,836
   
12,381,521
   
10,302,732
 
                
Cash and cash equivalents at end of year 
$
12,381,521
  
$
10,302,732
  
$
9,866,628
  
$
12,381,521
 
                
Supplemental disclosure of cash flow information:                
Cash paid, net during the year for:                
Income taxes 
$
356,000
  
$
66,000
  
$
395,000
  
$
356,000
 

The accompanying notes are an integral part of these financial statements.

2022
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

CreditRiskMonitor.com, Inc. (also referred to as the “Company” or “CreditRiskMonitor”) provides interactive business-to-business SaaS subscription products designed specifically for credit and supply chain managers. These products are sold predominantly to corporations located in the United States.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Recently Issued Accounting Standards

The Financial Accounting Standards Board (“FASB”) and the Securities and Exchange Commission (“SEC”) have issued certain other accounting pronouncements as of December 31, 20212022 that will become effective in subsequent periods; however, management does not believe that any of these pronouncements would have significantly affected the Company’s financial accounting measurements or disclosures had they been in effect during the periods for which financial statements are included in this annual report, nor does management believe those pronouncements would have a significant effect on the Company’s future financial position or results of operations.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.

Cash and Cash Equivalents

Cash and cash equivalents are comprised of cash in banks and highly liquid instruments with original maturities of three months or less, primarily consisting of investments in institutional money market funds.

Property and Equipment

Property and equipment are recorded at cost. Depreciation is provided on the straight-line method over the estimated useful life of the asset. Estimated useful lives are generally as follows:

Fixtures, equipment and software -- 3 to 10 years
Leasehold improvements -- lower of estimated useful life or term of lease (i.e., 2 to 7 years)

2123
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
Goodwill

Goodwill and other indefinite-lived intangible assets are subject to annual impairment testing using the specific guidance and criteria described in the accounting guidance FASB Accounting Standards Update (“ASU”) ASU No. 2017-04. The Company performs its goodwill impairment testing at least annually in the fourth quarter of each year.  The Company tests for impairment of intangible assets whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. With respect to goodwill, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value is less than the carrying value. If, based on that assessment, the Company believes it is more likely than not that the fair value is less than the carrying value, a one-step goodwill impairment test is performed. The Company concluded that there was 0no impairment to goodwill in the 20212022 or 20202021 fiscal years.

Long-Lived Assets

The Company reviews its long-lived amortizable assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with accounting guidance. Recoverability of assets held and used is measured by a comparison of the carrying amount of an asset to undiscounted pre-tax future net cash flows expected to be generated by that asset. An impairment loss is recognized for the amount by which the carrying amount of the assets exceeds the fair value of the assets. As of December 31, 20212022 and 2020,2021, management believes 0no impairment of long-lived assets has occurred.

Income Taxes

The Company provides for deferred income taxes resulting from temporary differences between financial statement and income tax reporting. Temporary differences are differences between the amounts of assets and liabilities reported for financial statement purposes and their tax bases. Deferred tax liabilities are recognized for temporary differences that will be taxable in future years’ tax returns. Deferred tax assets are recognized for temporary differences that will be deductible in future years’ tax returns and for operating loss and tax credit carryforwards. Deferred tax assets are reduced by a valuation allowance if it is deemed more likely than not that some or all of the deferred tax assets will not be realized.

Revenue Recognition

The Company applies FASB Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”) to recognize revenue. ASC 606 requires an entity to apply the following five-step approach: (1) identify the contract(s) with a customer; (2) identify each performance obligation in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation; and (5) recognize revenue when or as each performance obligation is satisfied. The Company’s primary source of revenue is subscription income which is recognized ratably over the subscription term.

The Company has applied the practical expedient to recognize incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that otherwise would have been recognized is one year or less.

2224
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
Lease Accounting

For all leases, at the lease commencement date, a right-of-use asset and a lease liability are recognized. The right-of-use asset represents the right to use the leased asset for the lease term. The lease liability represents the present value of the remaining lease payments under the lease. Lease payments included in the measurement of the lease liability comprise the following: the fixed noncancelable lease payments and payments for optional renewal periods where it is reasonably certain the renewal period will be exercised. Lease expense for operating leases consists of the lease payments plus any initial direct costs, and is recognized on a straight-line basis over the lease term. 

The Company’s operating lease right-of-use asset and operating lease liability represent the lease for the office space used to conduct its business.

Net Income (Loss) Per Share

Net income (loss) per share is calculated based on the weighted average number of shares of common stock outstanding during the reporting period. Diluted net income (loss) per share is calculated giving effect to all potentially dilutive common shares, assuming such shares were outstanding during the reporting period. The difference between basic and diluted net income (loss) per share is solely attributable to stock options. The Company uses the treasury stock method to calculate the impact of outstanding stock options (see Note 8)9).

Segment Information

An operating segment, in part, is a component of an enterprise whose operating results are regularly reviewed by the chief operating decision maker (the “CODM”) to make decisions about resources to be allocated to the segment and assess its performance. Operating segments may be aggregated only to a limited extent. The Company’s CODM, the Chief Executive Officer, reviews financial information presented on a consolidated basis, accompanied by disaggregated information about revenues for purposes of making operating decisions and assessing financial performance. Accordingly, the Company has determined that it has a single operating and reportable segment. In addition, the Company has no foreign operations or any assets in foreign locations.

Stock-Based Compensation

The Company recognizes the grant-date fair value of all stock-based awards on a ratable basis over the award’s vesting period. The Company records deferred tax assets for awards that will result in deductions on its tax returns, based upon the amount of compensation cost recognized and the statutory tax rate in the jurisdiction in which it will receive a deduction.

See Note 56 for more information regarding the Company’s stock compensation plans.

2325
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
Marketable Securities

All marketable securities are classified as held-to- maturity and are carried at amortized cost. Realized gains, losses, amortization of premiums and discounts, interest and dividend income are included in interest and other income.

Fair Value Measurements

The Company records its financial instruments at fair value in accordance with accounting guidance. The determination of fair value assumes that the transaction to sell an asset or transfer a liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The fair value hierarchy is broken down into three levels based on the source of inputs as follows: (a) Level 1 – valuations based on unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; (b) Level 2 – valuations based on quoted prices in markets that are not active, or financial instruments for which all significant inputs are observable; either directly or indirectly; and (c) Level 3 – valuations based on prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable; thus, reflecting assumptions about the market participants.

The Company, in accordance with ASU 2016-01, classifies its debt securities as "available-for-sale"“held-to-maturity” and are recorded at fair value.a discount.  Realized gains and losses on available-for-saleheld-to-maturity debt securities are reported in net income with unrealized gainsamortized and losses reported in other income.income until their maturity date.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk principally consist of cash, cash equivalents, available-for-sale securities and accounts receivable. The Company maintains its cash and cash equivalents in bank deposit and other accounts, the balances of which, at times, may exceed federally insured limits. Exposure to credit risk is reduced by placing such deposits in high credit quality financial institutions.

The Company closely monitors the extension of credit to its subscribers. The Company’s accounts receivable balance is net of an allowance for doubtful accounts. The Company does not require collateral or other security to support credit sales, but provides an allowance for doubtful accounts of $30,000 as of December, 31, 20212022 and 2020,2021, based on historical experience and specifically identified risks. Accounts receivable are charged off against the allowance for doubtful accounts when management determines that recovery is unlikely and the Company ceases collection efforts. The Company does not believe that significant credit risk existed at December 31, 20212022 nor 2020.2021.

NOTE 3 –- FAIR VALUE MEASUREMENTS

The Company’s cash, cash equivalents and available-for-salemarketable securities are stated at fair value. The carrying value of accounts receivable, other current assets, bank loanaccrued expensed, and accounts payable approximates fair market value because of the short maturity of these financial instruments.

26
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
The Company’s cash equivalents are generally classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices.

As of December 31, 2021, the Company did 0t have any available-for-sale securities. All available-for-saleheld-to-maturity securities as of December 31, 20202022 were municipalUS treasury and federal bonds. Investments in municipalthese bonds are valued using pricing models maximizingbased on quoted market prices in active markets, and are included in the use of observable inputs for similar securities. Municipal bonds are classified as Level 2 of the1 fair value hierarchy.

24
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
The tables below set forth the Company’s cash and cash equivalents, as well as marketable securities as of December 31, 20212022 and December 31, 2020,2021, respectively, which are measured at fair value on a recurring basis by level within the fair value hierarchy.

  December 31, 2021 
  Level 1  Level 2  Level 3  Total 
             
Cash and cash equivalents 
$
12,381,521
  
$
0
  
$
0
  
$
12,381,521
 
  December 31, 2022 
  Level 1  Level 2  Level 3  Total 
             
Cash and cash equivalents 
$
9,866,628
  
$
-
  
$
-
  
$
9,866,628
 
Held-to-maturity securities
  4,028,565   -   -   4,028,565 

 $
13,895,193  $
-  $
-  $
13,895,193 

  December 31, 2020 
  Level 1  Level 2  Level 3  Total 
             
Cash and cash equivalents $10,302,732  
$
0
  
$
0
  
$
10,302,732
 
                 
Available-for-sale securities $0  $458,237  $0  $458,237 
  December 31, 2021 
  Level 1  Level 2  Level 3  Total 
             
Cash and cash equivalents $12,381,521  
$
-
  
$
-
  
$
12,381,521
 

The Company did not hold financial assets and liabilities which were recorded at fair value in the Level 2 or 3 categories as of December 31, 2021.2022.

The preceding methods may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

The cost and fair value of available-for-sale securities at December 31, 2020 is as follows:

NOTE 4 - MARKETABLE SECURITIES

  Cost  Unrealized Loss  Fair Value 
          
Available-for-sale securities 
$
458,742
  
$
(505
)
 
$
458,237
 

Maturities
Based upon the Company’s intent and ability to hold its US Treasury and federal bond securities to maturity (which maturities range up to 12 months at purchase), such securities have been classified as held-to-maturity and are carried at amortized cost, which approximates market value.  Accrued bond interest receivable as of available-for-sale securities were as follows at December 31, 2020:31,2022 is $5,240.

Available-for-sale securities    
Due after 10 years
 
$
458,237
 

The fair value of available-for-sale securities are presented in the available-for-sale category by contractual maturity in the preceding table. Expected maturities may differ from contractual maturities because borrowers have the right to call or prepay obligations without call or prepayment penalties.

2527
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS

The following table summarizes the cost and fair value of marketable securities at December 31, 2022 is as follows:



  Amortized Cost
  Gross Unrealized Gain (Loss)  Fair Value 
          
Held-to-maturity securities         
US Treasuries $4,028,565
  $56,435
  $4,085,000
 



Maturities of marketable securities were as follows at December 31, 2022:



Held-to-maturity securities
Due in one year or less$4,028,565



The Company’s investments in marketable securities consist primarily of investments in US Treasury securities and federal bonds. Market values were determined for each individual security in the investment portfolio.



Management evaluates securities for other-than-temporary impairment at least on an annual basis, and more frequently when economic or market concerns warrant such evaluation. Consideration is given to (1) the length of time and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, and (3) the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value. Management has determined that no other-than-temporary impairment exists as of December 31, 2021.2022.

During the year ended December 31, 2021, there were proceeds of $458,237 from the sale of all municipal bond investments in available-for-sale securities, which were transferred to Level 1 cash and cash equivalent investments.

NOTE 45 - INCOME TAXES

The Company’s income tax (benefit) expense consisted of the following:

 2021
  2020
  2022
  2021
 
Current:            
Federal 
$
420,109
  
$
37,373
  
$
449,194
  
$
420,109
 
State  
15,324
   
(12,854
)
  
18,048
   
15,324
 
Deferred:                
Federal  
63,060
   
(67,742
)
  
(70,613
)
  
63,060
 
State  
11,313
   
(120,702
)
  
(4,626
)
  
11,313
 
                
 
$
509,806
  
$
(163,925
)
 
$
392,003
  
$
509,806
 

2628
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
The actual tax (benefit) expense for 20212022 and 20202021 differs from the “expected” tax expense for those years (computed by applying the applicable United States federal corporate tax rate to income before income taxes) as follows:

 2021
  2020
  2022  2021 
            
Computed “expected” (benefit) expense 
$
813,312
  
$
(44,384
)
Computed “expected” expense 
$
367,452
  
$
813,312
 
Permanent differences  
(329,906
)
  
11,516
   
15,685
   
(329,906
)
State and local income tax expense  
34,493
   
2,720
   
13,137
   
34,493
 
True-up of current taxes  
(51,039
)
  
(25,916
)
  
3,709
   
(51,039
)
True-up of deferred taxes  
34,392
   
11,644
   
(6,158
)
  
34,392
 
Change in state apportionment  
8,554
   
(119,505
)
  
(1,822
)
  
8,554
 
                
Income tax (benefit) expense 
$
509,806
  
$
(163,925
)
Income tax expense 
$
392,003
  
$
509,806
 

The tax effects of temporary differences that give rise to significant portions of the net deferred tax assets (liabilities) at December 31, 20212022 and 20202021 are as follows:

 2021
  2020
  2022  2021 
Deferred tax assets:            

      
Stock options $
19,711
  $
17,556
  $
21,654
  $
19,711
 
Accrued vacation  
86,176
   
85,436
   
91,161
   
86,176
 
Bad debt allowance  
6,576
   
6,411
   
6,546
   
6,576
 
Deferred revenue  
2,161
   
4,732
   
1,222
   
2,161
 
Deferred rent  
22,121
   
15,999
   
25,982
   
22,121
 
Other  
6,982
   
17,212
   
46,228
   
6,982
 
                
Total deferred tax assets  
143,727
   
147,346
   
192,793
   
143,727
 
                
Deferred tax liabilities:                
Goodwill  
(428,402
)
  
(417,688
)
  
(426,433
)
  
(428,402
)
Fixed assets  
(123,130
)
  
(63,090
)
  
(98,926
)
  
(123,130
)
                
Total deferred tax liabilities  
(551,532
)
  
(480,778
)
  
(525,359
)
  
(551,532
)
                
Net deferred tax liabilities 
$
(407,805
)
 
$
(333,432
)
 
$
(332,566
)
 
$
(407,805
)

NOTE 56 - COMMON STOCK AND STOCK OPTIONS

Common Stock

At December 31, 20212022 and 2020,2021, there were 568,650627,600 and 575,750568,650 shares, respectively, of the Company’s authorized common stock were reserved for issuance upon exercise of outstanding options under its stock option plan.

Preferred Stock

The Company’s Articles of Incorporation provide that the Board of Directors has the authority, without further action by the holders of the outstanding common stock, to issue up to 5000000five million shares of preferred stock from time to time in one or more series. The Board of Directors shall fix the consideration to be paid, but not less than par value thereof, and to fix the terms of any such series, including dividend rights, dividend rates, conversion or exchange rights, voting rights, rights and terms of redemption (including sinking fund provisions), the redemption price and the liquidation preference of such series. As of December 31, 20212022 and 2020,2021, the Company does 0tnot have any preferred stock outstanding.

2729
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
Stock Options

As of December 31, 2021,2022, the Company has 2two stock option plans: the 2009 Long-Term Incentive Plan (“2009 Plan”) which ended in 2019, and the 2020 Long-Term Incentive Plan (“2020 Plan”).

Both the 2009 and the 2020 Plan authorize the grant of incentive stock options, non-qualified stock options, SARs, restricted stock, bonus stock, and performance shares to employees, consultants, and non-employee directors of the Company. The exercise price of each option shall not be less than the fair market value of the common stock at the date of grant. The total number of the Company’s shares that may be awarded under the 2009 Plan was 1,000,000 shares of common stock, and the 2020 Plan was 1,000,000 shares of common stock. At December 31, 2022, there were options outstanding for 311,000 shares of common stock under the 2009 Plan, and 316,600 shares of common stock under the 2020 Plan. As of December 31, 2021, there were options outstanding for 356,100 shares of common stock under the 2009 Plan, and 212,550 shares of common stock under the 2020 Plan. As of December 31, 2020, there were options outstanding for 393,650 shares of common stock under the 2009 Plan, and 182,100 shares of common stock under the 2020 Plan.

Options expire on the date determined, but not more than ten years from the date of grant. All of the options granted under the 2009 and 2020 Plan may be exercised after four years in installments upon the attainment of specified length of service, unless otherwise determined by the Compensation Committee as set forth in the Award Agreement. In the event of a change in control (as defined), the options will vest in full at the time of such change in control.

Transactions with respect to the Company’s stock option plans for the years ended December 31, 20212022 and 20202021 are as follows:

 
Number
of Shares
  
Weighted
Average
Exercise
Price
  
Number
of Shares
  
Weighted
Average
Exercise
Price
 
            
Outstanding at January 1, 2020  
456,870
  
$
2.30
 
Granted  
182,100
   
2.17
 
Expired
  (26,000)  4.62 
Forfeited  
(37,220
)
  
2.15
 
        
Outstanding at December 31, 2020
  
575,750
  
$
2.17
 
Outstanding at January 1, 2021
  
575,750
  
$
2.17
 
Granted  
30,550
   
2.36
   
30,550
   
2.36
 
Expired  
(30,550
)
  
4.81
   (30,550)  4.81 
Forfeited  
(7,100
)
  
3.11
   
(7,100
)
  
3.11
 
                
Outstanding at December 31, 2021
  
568,650
  
$
2.02
   
568,650
  
$
2.02
 
Granted  
110,000
   
2.03
 
Expired  
(40,300
)
  
2.32
 
Forfeited  
(10,750
)
  
2.36
 
        
Outstanding at December 31, 2022
  
627,600
  
$
2.00
 

As of December 31, 2021,2022, there were 787,450683,400 shares of common stock reserved for the granting of additional options.  The 2009 Plan expired at the end of 2019 and 0no additional options could be granted.

2830
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
The following table summarizes the stock-based compensation expense for stock options that was recorded in the Company’s results of operations for the years ended December 31:

 2021
  2020
  
2022
  
2021
 
            
Data and product costs 
$
24,974
  
$
19,928
  
$
27,765
  
$
24,974
 
Selling, general and administrative costs  
38,735
   
34,932
   
52,668
   
38,735
 
            
 
$
63,709
  
$
54,860
  
$
80,433
  
$
63,709
 

The fair value of each option is estimated on the date of grant using the Black-Scholes option-pricing model that uses the weighted average assumptions noted in the following table. Expected volatilities are based on historical volatility of our stock through the date of grant. The Company uses the simplified method to estimate the options’ expected term. The risk-free interest rate used is based on the U.S. Treasury constant maturities at the time of grant having a term that approximates the expected life of the option.

The fair value of options granted during the year ended December 31, 20202021 was $206,087.$31,809. The fair value of options granted during the year ended December 31, 20212022 was $31,809.$139,782. The fair value of options at date of grant was estimated using the Black-Scholes model with the following assumptions:

 2021
  2020
  
2022
  2021
 
Risk-free interest rate  
0.28
%
  
0.26
%
  
1.91
%
  
0.28
%
Expected volatility factor  
61.97
%
  
72.57
%
  
71.09
%
  
61.97
%
Expected dividends  
0.00
   
0.05
   
0.00
   
0.00
 
Expected life of the option (years)  
3.51
   
7.17
   
6.32
   
3.51
 

The Company issues new shares upon the exercise of options.

The following table summarizes information about the Company’s stock options outstanding at December 31, 2021:2022:

  Options Outstanding  Options Exercisable  Options Outstanding  Options Exercisable 
Range of
Exercise Prices
  
Number
Outstanding
  
Weighted
Average
Remaining
Contractual
Life
(in years)
  
Weighted
Average
Exercise
Price
  
Number
Exercisable
  
Weighted
Average
Exercise
Price
   
Number
Outstanding
  
Weighted
Average
Remaining
Contractual
Life
(in years)
  
Weighted
Average
Exercise
Price
  
Number
Exercisable
  
Weighted
Average
Exercise
Price
 
                                
$ 1.00 - $ 2.00
  
256,100
  
7.36
  
$
1.52
  
10,960
  $
1.68
   
324,500
  
6.95
  
$
1.59
  
21,920
  $
1.68
 
$ 2.01 - $ 3.00
  
307,550
  
4.63
  
$
2.41
  
68,950
  
$
2.58
   
298,100
  
4.32
  
$
2.41
  
77,725
  
$
2.63
 
$ 3.01 - $ 6.00
   
5,000
  
4.08
  
$
4.00
   
2,000
  
$
4.00
    
5,000
  
3.08
  
$
4.00
   
3,000
  
$
4.00
 
                                
   
568,650
  
5.85
  
$
2.02
   
81,910
  
$
2.50
    
627,600
  
5.67
  
$
2.00
   
102,645
  
$
2.46
 

The aggregate intrinsic value represents the total pre-tax intrinsic value, based on options with an exercise price less than the Company’s closing stock price of $1.69$2.40 and $2.35$1.69 as of December 31, 20212022 and 2020,2021, respectively, which would have been received by the option holders had those option holders exercised their options as of that date. The aggregate intrinsic value of options outstanding as of December 31, 2022 and 2021 was $297,725 and 2020 was $45,492, and $238,548, respectively.

2931
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
As of December 31, 2021,2022, the total compensation cost related to unvested stock-based awards granted to employees under the Company’s stock option plan but not yet recognized was $363,418.$413,924. This cost will be amortized over a weighted average term of 4.924.79 years and will be adjusted for subsequent changes in estimated forfeitures.

A summary of the status of the Company’s non-vested options and changes during the year ended December 31, 20212022 is presented below:

 Number of Shares  
Weighted
Average Grant
Date Fair Value
  Number of Shares  
Weighted
Average Grant
Date Fair Value
 
Non-vested, beginning of year  488,450  $1.07   486,740  $1.03 
Granted  30,550   1.04   110,000   1.27 
Vested  (27,760
)
  1.62   (64,535
)
  1.23 
Terminated or expired  (4,500
)
  1.98   (7,250
)
  1.22 
Non-vested, end of year  486,740  $1.03   524,955  $1.05 

Share Repurchase Program

In January of 2022 the Company'sCompany’s Board of Directors authorized a share repurchase program for the repurchase of up to $1,000,000 of the Company'sCompany’s outstanding common stock. The Company has not repurchased any shares under this program.

NOTE 67 - PROPERTY AND EQUIPMENT

Property and equipment consisted of the following:

 2021
  2020
  2022
  2021
 
            
Computer equipment and software 
$
2,046,958
  
$
1,720,814
  
$
2,288,532
  
$
2,046,958
 
Furniture and fixtures  
536,535
   
512,975
   
544,021
   
536,535
 
Leasehold improvements  
275,853
   
268,741
   
284,746
   
275,853
 
  
2,859,346
   
2,502,530
   
3,117,299
   
2,859,346
 
Less accumulated depreciation and amortization  
(2,253,153
)
  
(1,956,855
)
  
(2,635,495
)
  
(2,253,153
)
                
 
$
606,193
  
$
545,675
  
$
481,804
  
$
606,193
 

3032
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 7 –8 - OPERATING LEASE

The following table reconciles the undiscounted cash flows for the Company’s operating lease at December 31, 20212022 to the operating lease liability recorded on the balance sheet:

2022 
$
270,859
 
2023  
278,985
  
$
278,985
 
2024  
287,355
   
287,355
 
2025  
295,975
   
295,975
 
2026  
304,855
   
304,855
 
2027
  
314,000
 
Thereafter  
1,168,277
   
854,223
 
Total future undiscounted lease payments  
2,606,306
   
2,335,393
 
LESS: Imputed interest  
(468,694
)
  
(375,266
)
Present value of lease liability 
$
2,137,612
  
$
1,960,127
 
        
Current portion of operating lease liability 
$
177,485
  
$
193,953
 
Non-current portion of operating lease liability  
1,960,127
   
1,766,174
 
 
$
2,137,612
  
$
1,960,127
 
 
Total rent expense for the years ended December 31, 2022 and 2021 was $289,024 and $289,024, respectively. The weighted average incremental borrowing rate and weighted average remaining term for the operating leases was 4.54% and 7.5 years, respectively.

NOTE 89 - NET INCOME PER (LOSS) SHARE

Basic net income (loss) per share is based on the weighted average number of common shares outstanding. Diluted net income (loss) per share is based on the weighted average number of common shares outstanding and the dilutive effect of outstanding stock options:

  2021
  2020
 
       
Net income (loss) 
$
3,363,704
  
$
(47,428
)
         
Weighted average common shares outstanding – basic  
10,722,401
   
10,722,401
 
Potential shares exercisable under stock option plans  
278,100
   
0
 
Less: Shares which could be repurchased under treasury stock method  
(241,642
)
  
0
 
Weighted average common shares outstanding – diluted  
10,758,859
   
10,722,401
 
         
Net income (loss) per share:        
Basic 
$
0.31
  
$
(0.00
)
Diluted 
$
0.31
  
$
(0.00
)

Because the Company has reported a net loss for fiscal 2020, diluted net loss per share is the same as basic net loss per share, as the effect of utilizing the fully diluted share count would have reduced the net loss per share. Therefore, all outstanding stock options were excluded from the computation of diluted net loss per share because their effect was anti‐dilutive for each of the periods presented.
  2022
  2021
 
       
Net income 
$
1,360,238
  
$
3,363,704
 
         
Weighted average common shares outstanding – basic  
10,722,401
   
10,722,401
 
Potential shares exercisable under stock option plans  
237,000
   
278,100
 
Less: Shares which could be repurchased under treasury stock method  
(198,511
)
  
(241,642
)
Weighted average common shares outstanding – diluted  
10,760,890
   
10,758,859
 
         
Net income per share:        
Basic 
$
0.13
  
$
0.31
 
Diluted 
$
0.13
  
$
0.31
 

For fiscal 2021, the computation of diluted net income per share excludes the effects of 290,550 options, since their inclusion would be anti-dilutive as their exercise prices were above the average market value.

For fiscal 2022, the computation of diluted net income per share excludes the effects of 390,600 options, since their inclusion would be anti-dilutive as their exercise prices were above the average market value.
31
33
CREDITRISKMONITOR.COM, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 910 - RELATED PARTY TRANSACTION

In October 2020, the Company’s Board of Directors appointed Michael Flum to serve as President and Chief Operating Officer. Previously, he was serving as Senior Vice President and Chief Operating Officer effective October 2019 and had served as Vice President of Operations & Alternative Data since June 2018. Mr. Flum is the son of Jerome Flum, the Company’s Chief Executive Officer and Chairman of the Board of Directors, and the brother of Joshua Flum, a Director of the Company.

NOTE 1011 - COMMITMENTS AND CONTINGENCIES

From time to time, the Company is involved in various legal proceedings arising in the ordinary course of business.  The Company records a liability when it believes that a loss will be incurred and the amount of loss or range of loss can be reasonably estimated.  Based on the currently available information, the Company does not believe that there are claims or legal proceedings that would have a material adverse effect on the business, or the consolidated financial statements of the Company.

NOTE 1112 - BANK LOAN

The CARES Act contained relief for small businesses through the Paycheck Protection Program (“PPP”). The PPP is a loan designed to provide a direct incentive for small businesses to keep their workers on the payroll. The Small Business Administration (“SBA”) will forgive loans if all employees are kept on the payroll for eight weeks and the money is used for payroll, rent or utilities. The Company applied for a loan under this program and received $1.56 million in 2020. The SBA provides a “safe harbor” for borrowers and has deemed certifications regarding the necessity of the loan to have been made in good faith for borrowers of less than $2 million. The PPP loan was scheduled to mature on April 15, 2022, had a 1.00% interest rate, that could have been prepaid at any time without penalty and was subject to the terms and conditions applicable to all loans made pursuant to the PPP as administered by the SBA under the CARES Act. In accordance with the requirements for forgiveness of the PPP loan under the CARES Act, the Company has used the entire proceeds from the PPP loan for eligible payroll, benefits, rent, utility costs, and maintained its employment levels. The Company applied for forgiveness by the deadline set forth by the lender, and the SBA granted full forgiveness to the Company in December of 2021. The Company recognized a gain on debt forgiveness of $1,561,500, the total amount of the loan including interest, which is included in other income on the statement of operations and is non-taxable.

3234

ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A.CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to provide reasonable assurance that information, which is required to be timely disclosed, is accumulated and communicated to management in a timely fashion. In designing and evaluating such controls and procedures, the Company recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. The Company’s management is necessarily required to use judgment in evaluating controls and procedures.

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report. Based on that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective to ensure that all material information required to be disclosed by us in reports that we file or submit under the Exchange Act are accumulated and communicated to them as appropriate to allow timely decisions regarding required disclosure and that all such information is recorded, processed, summarized and reported within the time periods specified in the SEC’sSEC's rules and forms.

In the ordinary course of business, the Company reviews its internal control over financial reporting and makes changes to its systems and processes to improve such controls and increase efficiency, while ensuring that the Company maintains an effective internal control environment. Changes may include such activities as implementing new, more efficient systems, updating existing systems and automating manual processes. These changes have not materially affected, and are not reasonably likely to materially affect, the Company’s internal control over financial reporting. However, they allow the Company to continue to enhance its internal control over financial reporting and ensure that its internal control environment remains effective.

Management’s Report on Internal Control Over Financial Reporting

Under the supervision and with the participation of the Company’s management, including its principal executive officer and principal financial officer, the Company conducted an evaluation of the effectiveness of its internal control over financial reporting based on criteria established in the framework in the 2013 Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, the Company’s management concluded that its internal control over financial reporting was effective as of December 31, 2021.2022.

33
Changes in Internal Control overOver Financial Reporting

We understand that cyber-attacks and related risks that seek to exploit, damage, and disable business operations will continueThere have been no changes in the future.  As a result, the Company has taken steps to strengthen controls and mitigate risks in the future. Such procedures include two-factor authentication for log-ins and engaging Microsoft to host and provide the Company with email related services, including backup and security related to exchange services. The Company also deployed an automated endpoint security monitoring program that utilizes behavior artificial intelligence to automatically eliminate threats in real time for both on-premise and cloud environments.  However, the design of our internal control framework / objectives over financial reporting is unchanged andthat occurred during the Company does not believefiscal year 2022 that these changes have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Limitations of the Effectiveness of Internal Control

A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the internal control system are met. Because of the inherent limitations of any internal control system, no evaluation of controls can provide absolute assurance that all control issues, if any, within a company have been detected.

35
This annual report does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s independent registered public accounting firm pursuant to the rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this annual report.

ITEM 9B.OTHER INFORMATION.

None.

ITEM 9C.COVID-19.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTION.

On March 11, 2020, the World Health Organization declared the outbreak of Coronavirus Disease 2019 (“COVID-19” or “virus”) as a global pandemic. The extent to which COVID-19 impacts the Company’s results will depend on future developments, which are highly uncertain and cannot be predicted, including new information, COVID-19 mutations and variants which may emerge, and the speed and effectiveness of vaccinations. The Company has been operating remotely without any significant disruption of operations. To date, the Company’s data providers have provided an uninterrupted stream of information, thus enabling the Company to deliver its product. The Company is actively monitoring the renewal rates of its current subscribers and those that subscribed after the outbreak.N/A.

34
In response to COVID-19, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was enacted on March 27, 2020. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of Social Security taxes, technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property, and the creation of certain refundable employee retention credits. Additionally, the CARES Act contains relief for small businesses through several new temporary programs, one of which is the Paycheck Protection Program (“PPP”). The PPP is a loan designed to provide a direct incentive for small businesses to keep their workers on the payroll. The Small Business Administration (“SBA”) will forgive loans if all employees are kept on the payroll for eight weeks and the money is used for payroll, rent or utilities. The Company applied for a loan under this program and received $1.56 million in 2020. The SBA provides a “safe harbor” for borrowers and has deemed certifications regarding the necessity of the loan to have been made in good faith for borrowers of less than $2 million. The PPP loan was scheduled to mature on April 15, 2022, had a 1.00% interest rate, that could have been prepaid at any time without penalty and was subject to the terms and conditions applicable to all loans made pursuant to the PPP as administered by the SBA under the CARES Act. In accordance with the requirements for forgiveness of the PPP loan under the CARES Act, the Company has used the entire proceeds from the PPP loan for eligible payroll, benefits, rent, utility costs, and maintained its employment levels. The Company applied for forgiveness by the deadline set forth by the lender, and the SBA granted full forgiveness to the Company in December of 2021. The Company recognized a gain on debt forgiveness of $1,561,500, total amount of the loan including interest, which is included in other income on the statement of operations and is non-taxable.

ITEM 9D.CYBER-SECURITY

On September 8, 2021, the Company detected an external security incident impacting its network accessibility. Promptly upon its detection, the Company launched an investigation and engaged the services of specialists. After a thorough review by a third-party cyber specialist, there was no evidence that any sensitive files were exfiltrated from our network.  We understand that cyber-attacks and related risks that seek to exploit, damage, and disable business operations will continue in the future.  As a result, the Company has taken steps to strengthen controls and mitigate risks in the future.

35
PART III

ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

Directors and Executive Officers

The following table sets forth certain information with respect to the directors and executive officers of the Company and the period such persons held their respective positions with the Company.

NameAge
Principal Occupation/Position
Held with Company
Officer or
Director
Since
Jerome S. Flum
81
Chairman of the Board/Chief
Executive Officer
1983
Michael I. Flum
35
President/Chief Operating
Officer
2019
Steven Gargano
45
Senior Vice President/Chief
Financial Officer
2020
Andrew J. Melnick
80
Director
2005
Richard Lippe
83
Director
2020
Joshua M. Flum
52
Director
2007
NameAge
Principal Occupation/Position
Held with Company
Officer or
Director
Since
Jerome S. Flum
82
Chairman of the Board/Chief Executive Officer
1983
Michael I. Flum
36
President/Chief Operating Officer
2019
Steven Gargano
46
Senior Vice President/Chief Financial Officer
2020
Andrew J. Melnick
81
Director
2005
Richard Lippe
84
Director
2020
Joshua M. Flum
53
Director
2007

Jerome S. Flum was appointed President and Chief Executive Officer of the Company and Chairman of the Board of Directors in June 1985. Since 1968 he has been in the investment business as an Institutional Security Analyst, Research and Sales Partner at an investment firm and then as a General Partner of a private investment pool. Before entering the investment business, Mr. Flum practiced law, helped manage a U.S. congressional campaign and served as a Legal and Legislative Aide to a U.S. Congressman. He has been a guest lecturer at the Massachusetts Institute of Technology/Sloan School of Management Lab for Financial Engineering. Mr. Flum received a BS degree in business administration from Babson College and a JD degree from Georgetown University Law School. Mr. Flum served as a Lance corporal in the United States Marine Corps Reserve.

36
Michael I. Flum joined the Company in 2018 as Vice President of Operations & Alternative Data. He was elected Senior Vice President and Chief Operating Officer in October 2019 and subsequently President and Chief Operating Officer in October 2020. He is responsible for operational strategy and implementation, leveraging technology to improve the efficiency of human capital and work processes. Prior to joining CreditRiskMonitor, Mr. Flum served as Vice President of Operations at Gullett & Associates, Inc., a Houston-based midstream oil & gas survey and drafting services firm from 2016-2017. Mr. Flum held various engineering and project management roles at Enterprise Products Partners, a Houston-based oil & gas pipeline owner/operator from 2009 to 2016. Over his time in the oil & gas sector, Mr. Flum successfully completed pipeline and plant projects totaling over $1.3 billion dollars. He was also able to install processes that streamline service offerings and unify customer experience across teams. Mr. Flum holds an MBA from Columbia Business School as well as a BS in Mechanical Engineering and a BA in Religious Studies from Rice University. Mr. Flum is the son of Jerome Flum.

36
Steven Gargano, CPA joined the Company in January 2020 as Senior Vice President and was elected to Senior Vice President and Chief Financial Officer in April 2020. Mr. Gargano has more than 20 years of experience in financial services, product development, workflow optimization, operations, customer experience, and financial technology. Prior to joining CreditRiskMonitor, he was the Managing Director and Head of Financial Information & Risk Analysis for over $12B in assets at 1199SEIU Pension and Benefit Funds. Before that, he served as a Senior Managing Director and Head of Product Development and Customer Support for U.S. Bancorp Fund Services’ Alternative Investment Solutions division. Prior to that, he was the Managing Director and Head of the Planning, Strategy, and Implementation Group for the Accounting, Finance, and Back Office groups at Mariner Investment Group, a $10B asset manager. Prior to joining Mariner, he worked at Deloitte & Touche within the firm’sfirm's Investment Management Business Advisory Services consulting group in New York. Prior to that, he held the Product Controller position at Gabelli Asset Management responsible for managing the middle office and its functions for all alternative products and their respective trading activities. He started his career at Arthur Andersen working as an auditor in the Financial Service Industry Asset Management & Capital Markets Group specializing in brokerage and hedge funds. Recently, he served as Head of Finance & Operations for financial technology platforms specializing in creating technology and service models for private equity, hedge fund, wealth management, and service providers. Mr. Gargano is a graduate of Harvard Business School. In addition, he graduated from Cornell University’s College of Business in Applied Economics, Management, and Accounting.

Andrew J. Melnick has been a Director since March 2005. He has been a Managing Partner of SkyView Investment Advisors since 2010. The firm acts as an investment advisor to various independent investment organizations. From 2014 to 2015, Mr. Melnick was the Chief Investment Strategist and a shareholder in the investment advisory firm BPV Capital Management, which provided investment advisory services to institutions and individual clients. From 2005 to 2009, Mr. Melnick helped manage two hedge funds. He retired from Goldman, Sachs & Co. at the end of 2004. He joined Goldman Sachs in 2002 as Co-Director of its Global Investment Research Division and a member of its Management Committee. Prior to joining Goldman Sachs, Mr. Melnick was Senior Vice President and Director of the Global Securities and Economics Research Group of Merrill Lynch. During his 13 years at Merrill Lynch, he expanded the Firm’s Research Group from primarily a domestic effort to one with research offices in 26 countries around the world. During that period Merrill Lynch was ranked as the top research department in nearly all regions of the world including six straight times as the number one equity research department in the United States. Previous employment: President of Woolcott & Co., a boutique research and investment banking firm; Director of Research and a Partner of L.F. Rothschild Unterberg Towbin; and Senior Analyst at Drexel Burnham Lambert. He was a U.S. Army Signal Corps Officer and served in Vietnam. Mr. Melnick is a Commissioner of the Monmouth County Improvement Authority, a member of the Board of Trustees of the Monmouth Medical Center, and serves on the Board of Governors of the American Jewish Committee and acts as Chairman of their Investment Committee. Mr. Melnick earned a BA in economics and MBA in finance from Rutgers. He is a Chartered Financial Analyst (C.F.A.).


37
Richard Lippe has been a Director since May 2020. Mr. Lippe was one of the founding members and a partner of the law firm Meltzer, Lippe, Goldstein and Breistone, LLP (1979-2004). Prior to that, he was a founding member and partner of the law firm Lippe, Ruskin, Schlissel and Moscou, LLP (1966-1978), and was Deputy County Attorney for Nassau County, N.Y. (1964-1966). While actively practicing law, among other things, he chaired the Corporate and Technology Groups at the two firms. He has extensive experience representing mature, middle and early stage private and public companies, and has provided other ongoing business related activities and advice to management and boards of directors and general partners. He has frequently served as general counsel and/or a member of the board and an active business advisor to a number of companies. Mr. Lippe has a B.A. degree from Tufts University and a J.D. degree from the University of Pennsylvania.

37
Joshua M. Flum has been a Director since September 2007. He has beenis currently a Managing Partner at LRVHealth, an executive with CVS Health Corporation since July 2004.early-stage healthcare venture capital platform. Prior to this role, Mr. Flum began his careerspent nearly two decades at CVS Health holding senior leadership roles in Store Operationsstrategy, operations, and is currentlytechnology where he led a broad set of transformational activities, ranging from the integration of CVS Health and Aetna to the founding of CVS Health Ventures. He departed CVS Health in 2022 as Executive Vice President, EnterpriseChief Strategy and Digital.& Business Development Officer. Mr. Flum is a graduate of the Yale Law School and spent the first years of his professional career clerking for the Honorable Edward R. Becker, Chief Judge of the United States Court of Appeals for the Third Circuit, and then at the law firm of Miller, Cassidy, Larroca and Lewin, LLP. He then joined the Boston Consulting Group where his work focused on the consumer and retail practice area. Mr. Flum is the son of Jerome Flum.

The Company’s By-Laws provide that (a) directors shall be elected to hold office until the next annual meeting of stockholders and that each director, including a director elected to fill a vacancy, shall hold office until the expiration of the term for which the director was elected and until a successor has been elected, and (b) officers shall hold office until their successors are chosen by the Board of Directors, except that the Board may remove any officer at any time.

Significant Employees

Peter Roma is the Senior Vice President of Sales and Service. He is responsible for both new sales growth and the servicing of our current subscriber base. He joined the Company in October 2004 as an Account Executive. Mr. Roma has over 35 years of sales experience. He started with Metropolitan Insurance Company but spent most of his career in financial services working for Shearson Lehman Bros., Inc. and then Merrill, Lynch, Pierce, Fenner & Smith where he was a Vice President-Private Client.

38
Michael Broos is the Chief Technology Officer and has been with the company since 2001. He has more than 40 years of experience leading technology teams in the development and implementation of software applications for the Internet, Windows, DOS, and mainframes. Before joining the Company, Mr. Broos was Senior Vice President of Technology for About.com; Chief Technology Officer of Fan2Fan.com; Chief Technology Officer of AKA.com; Vice President of Internet Solutions for Inventure.com; and Vice President of Software Development for Dun & Bradstreet for 8 years. Prior to joining Dun & Bradstreet in 1990, Mr. Broos was an independent consultant and entrepreneur for 10 years, during which time he co-founded several software companies, including Infocom (the creators of Zork). Mr. Broos began his career with a ten-year stint on the academic computer research staff of the M.I.T. Laboratory of Computer Science, where he developed interactive, graphical and email-based applications for the ARPANET (the precursor of today’s Internet).

Michael Clark is the Senior Vice President of Information Technology and is responsible for all aspects of technology. Previously, he had been Vice President of Software Development. Mr. Clark joined the company in 2002.  Mr. Clark brings over 30 years of software design and development experience. Prior to joining the Company, from 1997-2001, Mr. Clark was Director of Software Development for The Technology Group, creating early web-based smart-document and legal expert systems. From 1988 to 1996 he helped develop the award-winning word processing system Nota Bene, enabling multi-lingual document editing in Windows and MS-DOS systems. Mr. Clark has a B.A. in Computational Mathematics from the University of Buffalo.

Kirk Ellis is the Senior Vice President of Quality Assurance and has led the QA department since 2008. Mr. Ellis guides a team of more than 30 data and financial analysts who ensure the data quality and integrity of our information and scores, including benchmarking the ongoing accuracy of our proprietary FRISK® Score. He joined CreditRiskMonitor in 2005 as a research analyst and has held a series of progressively responsible data leadership roles. Mr. Ellis has more than 20 years of experience in information services, focused on financial data collection, quality and research. Before coming to CreditRiskMonitor, he managed data and analytics teams at Citigate Financial Intelligence and at Thomson Financial Research. Mr. Ellis holds a BA in Economics from the State University of New York at Purchase.

38
Camilo Gomez, Ph.D.  is Senior Vice President of Data Science and returned to CreditRiskMonitor in November 2020, having first joined the Company in October of 2009. During his decade-long tenure, which ended in June of 2019, Dr. Gomez served as Senior Vice President of Quantitative Research. In between stints at CreditRiskMonitor, Dr. Gomez held the role of Chief Analytics Officer for Beyond Finance, Inc. Prior to joining the Company in 2009, Dr. Gomez was a principal at Lone Pine Mesa LLC, where he consulted with companies in the area of specialty finance since 2005. Prior to that, he was a Managing Director at Standard & Poor’s Risk Solutions group since 2001. Before S&P, Dr. Gomez was co-founder and Group Head for Financial Analytics for the Center for Adaptive Systems & Applications. Dr. Gomez earned a B.S. in 1980 and a Ph.D. in 1985 from the Massachusetts Institute of Technology.

The Audit Committee

The Audit Committee shall assist the Board of Directors in fulfilling its responsibility to the shareholders, potential shareholders and investment community relating to corporate accounting, reporting practices of the Company and the quality and integrity of the Company’s financial reporting. To fulfill its purposes, the Committee’s duties shall include to:

Appoint, evaluate, compensate, oversee the work of, and if appropriate terminate, the independent auditor, who shall report directly to the Committee.

Approve in advance all audit engagement fees and terms of engagement as well as all audit and non-audit services to be provided by the independent auditor.

39
Engage independent counsel and other advisors, as it deems necessary to carry out its duties.

In performing these functions, the Audit Committee meets periodically with the independent auditors and management to review their work and confirm that they are properly discharging their respective responsibilities. The Audit Committee met five times in connection with the last fiscal year’s audit, prior to the filing of the Company’s annual and quarterly SEC reports.

The Audit Committee currently consists of its outside directors – Andrew Melnick, Richard Lippe, and Joshua Flum.  Both Andrew Melnick and Richard Lippe are independent, and Andrew Melnick is an audit committee financial expert, as such terms are defined by the SEC.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires the Company’s directors and officers, and persons who own more than 10% of a registered class of the Company’s equity securities, to file with the Securities and Exchange Commission (“SEC”) initial reports of ownership and reports of changes in ownership of Common Stock and other equity securities of the Company. Such persons are required by SEC regulation to furnish the Company with copies of all Section 16(a) reports they file.

39
To the Company’s knowledge, based solely on its review of the copies of such reports received by it with respect to fiscal 2021,2022, or written representations from certain reporting persons, the Company believes that all filing requirements applicable to its directors, officers and persons who own more than 10% of a registered class of the Company’s equity securities have been timely complied with.

Code of Ethics

CreditRiskMonitor’s Board of Directors has adopted a Code of Ethics for its Principal Executive Officer and Senior Financial Officers. This Code applies to the Company’s Chief Executive Officer, Chief Operating Officer and Chief Financial Officer (who also is the Company’s principal accounting officer).


ITEM 11.EXECUTIVE COMPENSATION.

The following table shows all cash compensation paid or to be paid by the Company during the fiscal years indicated to the chief executive officer and all other executive officers of the Company as of the end of the Company’s last fiscal year.

SUMMARY COMPENSATION TABLE 
Name and Principal
Position
 Year  Salary  
Bonus (1)
  
Option Awards (2)
  
All Other
Compensation
  Total 
Jerome S. Flum, Chairman and Chief Executive Officer
  
2021
2020
  
$
$
150,000
157,292
  
$
$
-
 -
  
$
$
-
 1,200
  
$
$
-
-
  
$
$
150,000
158,492
 
Michael I. Flum, President (3)
  
2021
2020
  
$
$
180,820
172,765
  
$
$
12,000
 7,250
  
$
$
-
 3,235
  
$
$
-
-
  
$
$
192,820
183,250
 
Lawrence Fensterstock, Former Senior Vice President (4)
  
2021
2020
  
$
$ 
-
141,146
  
$
$ 
-
15,000
  
$
$ 
-
-
  
$
$ 
-
-
  
$
$ 
-
156,146
 
Steven Gargano, Senior Vice President (5)
  
2021
2020
  
$
$
185,400
166,385
  
$
$
38,000
37,000
  
$
$
-
 898
  
$
$
-
-
  
$
$
223,400
204,283
 
Jonathan L. Levy, Former Senior Vice President (6)
  
2021
2020
  
$
$ 
-
199,152
  
$
$ 
-
-
  
$
$ 
-
-
  
$
$ 
-
-
  
$
$ 
-
199,152
 
SUMMARY COMPENSATION TABLE
Name and Principal
Position
YearSalary
Bonus (1)
Option Awards (2)
All Other
Compensation
Total
Jerome S. Flum, Chairman and Chief Executive Officer
2022
2021
$
$
150,000
150,000
$
$
0
0
-
-
-
-
$
$
150,000
150,000
Michael I. Flum, President
2022
2021
$
$
184,193
180,820
$
$
33,000
12,000
$

6,617
-
-
-
$
$
223,810
192,820
Steven Gargano, Chief Financial Officer
2022
2021
$
$
189,800
185,400
$
$
38,000
38,000
$

720
-
-
-
$
$
228,520
223,400

 (1) The amounts in this column reflect bonuses awarded for the fiscal year shown but paid in the subsequent fiscal year.

40
(2) Represents the compensation costs of stock option awards for financial reporting purposes for the year under ASC 718, rather than an amount paid to or realized by the Named Executive Officer. See Note 5 of the Notes to Financial Statements for a discussion of the assumptions used in calculating the aggregate grant date fair value computed in accordance with ASC 718. The ASC 718 value as of the grant date for stock options is spread over the number of months of service required for the grant to become non-forfeitable. There can be no assurance that the ASC 718 amounts will ever be realized.

(3) Mr. Michael Flum was elected Senior Vice President and Chief Operating Officer on October 24, 2019. He was subsequently elected President on October 29, 2020.

(4) Mr. Fensterstock resigned as Chief Financial Officer on March 31, 2020, and retired on June 30, 2020.

(5) Mr. Gargano joined the Company as Senior Vice President in January 2020, and was elected Senior Vice President, and Chief Financial Officer on April 1, 2020.

(6) Mr. Levy joined the Company as Senior Vice President and General Counsel in September 2019. The General Counsel position was eliminated on December 28, 2020.

40
Outstanding Equity Awards

The following table sets forth all stock options granted to the Company’s executive officers during the last fiscal year:

GRANTS OF PLAN-BASED AWARDS

Equity Grants
NameGrant Date
All Other Stock
Awards:
Number of
Shares of Stock
or Units (#)
All Other
Option Awards:
Number of
Securities
Underlying
Options (#)
Exercise or Base
Price of Option
Awards ($/Sh)
Grant Date Fair
Value of Stock
and Option
Awards
Michael I. Flum
N/AN/AN/AN/AN/A
Steven Gargano
N/AN/AN/AN/AN/A
Steven Gargano
N/AN/AN/AN/AN/A
GRANTS OF PLAN-BASED AWARDS

Equity Grants
NameGrant Date
All Other Stock
Awards:
Number of
Shares of Stock
or Units (#)
All Other
Option Awards:
Number of
Securities
Underlying
Options (#)
Exercise or Base
Price of Option
Awards ($/Sh)
Grant Date Fair
Value of Stock
and Option
Awards
Jerome S. Flum
N/AN/AN/AN/AN/A
Michael I. Flum
1/28/2022N/A30,000$1.8555,500
Steven Gargano
1/28/2022N/A4,000$1.857,400

41
The following table reflects outstanding equity grants to the Company’s executive officers as of December 31, 2021:2022:

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
Name
Number of Securities
Underlying
Unexercised Options
(#)
Exercisable
Number of Securities
Underlying
Unexercised Options
(#)
Un-exercisable
Equity Incentive Plan
Awards: Number of
Securities Underlying
Unexercised
Unearned Options
(#)
Option
Exercise
Price
($)
Option
Expiration Date
Jerome S. Flum
-
-
-
-
N/A
Michael I. Flum
-
-
50,000
25,000
-
-
$
$
1.45
2.19
10-24-29
10-29-29
Steven Gargano
-
-
12,000
3,000
-
-
$
$
1.80
2.19
07-29-29
10-29-29
OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 
Name 
Number of Securities
Underlying
Unexercised Options
(#)
Exercisable
  
Number of Securities
Underlying
Unexercised Options
(#)
Un-exercisable
  
Equity Incentive Plan
Awards: Number of
Securities Underlying
Unexercised
Unearned Options
(#)
  
Option
Exercise
Price
($)
  
Option
Expiration Date
 
Jerome S. Flum
  
-0-
   
-0-
   
-0-
   
-0-
   
N/A
 
Michael I. Flum
  
-0-
   
50,000
   
-0-
  
$
1.45
   
10-24-29
 
  
-0-



25,000



-0-


$
2.19



10-29-29
 
  
-0-
 

30,000



-0-


$
1.85



01-28-32

Steven Gargano
  
-0-
   
12,000
   
-0-
  
$
1.80
   
07-29-29
 


-0-



3,000



-0-


$
2.19



10-29-29
 


-0-



4,000



-0-


$
1.85



01-28-32
 

The closing market price of the Company’s common stock on December 31, 20212022 was $1.69$2.40 per share.

The options under the above grants may be exercised after four years in installments upon the attainment of specified length of service. In the event of a change in control (as defined), the options will vest in full at the time of such change in control.

42
Directors’ Fees

Effective January 1, 2016, non-employee directors receive $1,000 per quarter or a total of $4,000 per calendar year.

DIRECTOR COMPENSATIONDIRECTOR COMPENSATION DIRECTOR COMPENSATION 
Name 
Fees Earned or
Paid in Cash(1)
  
Option
Awards(2)
  Total  
Fees Earned or
Paid in Cash(1)
  
Option
Awards(2)
  Total 
Andrew J. Melnick
 
$
4,000
  
$
919
  
$
4,919
  
$
4,000
  
$
1,934
  
$
5,934
 
Joshua M. Flum
 
$
4,000
  
$
5,142
  
$
9,142
  
$
4,000
  
$
6,153
  
$
10,153
 
Richard Lippe
 
$
4,000
  
$
174
  
$
4,174
  
$
4,000
  
$
220
  
$
4,220
 


(1)
Fees earned in 20212022 was $4,000 per director. Fees paid in cash was $7,000 due to timing of payments made in 2021 for fees earned in 2020.$4,000 per director.

(2)
Represents the compensations costs for financial reporting purposes for the year under ASC 718. See Note 5 to the Notes to Financial Statements for the assumptions made in determining ASC 718 values.

4243
ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The following table sets forth as of March 1, 20222023 information regarding the beneficial ownership of the Company’s voting securities (i) by each person or group known by the Company to be the owner of record or beneficially of more than five percent of the Company’s voting securities, (ii) by each of the Company’s directors and executive officers, and (iii) by all directors and executive officers of the Company as a group. Except as indicated in the following notes, the owners have sole voting and investment power with respect to the shares. Unless otherwise noted, each owner’s mailing address is c/o CreditRiskMonitor.com, Inc., 704 Executive Boulevard, Valley Cottage, NY 10989.

Name of
Beneficial Owner
Amount and Nature of
Beneficial Ownership
Percent of
Class
Amount and Nature of
Beneficial Ownership
Percent of
Class
5% or Greater Stockholders  

Santa Monica Partners, L.P.
SMP Asset Management, LLC
Lawrence J. Goldstein(1)
1865 Palmer Avenue
Larchmont, NY 10538
693,744 6.47%693,744 6.47%
Flum Partners (2)
5,641,13452.08%5,641,13452.08%
Named Executive Officers  

Jerome S. Flum
6,239,776 (4)(5)
57.61%
6,239,776 (4)(5)
57.61%
Michael I. Flum
   6,500-----*   6,500-----*
Non-Employee Directors  

Andrew J. Melnick (5)
   63,070-----*   57,370-----*
Richard Lippe
  49,903-----*  49,903-----*
Joshua M. Flum (6)
  13,800-----*  23,700-----*
All directors and executive officers
(as a group (5 persons))
6,373,049 (3)(4)
59.30%
6,377,249 (3)(4)
59.48%

*less than 1%

(1) Based on the information contained in a Schedule 13G/A filed February 1, 2019. The general partner of Santa Monica Partners, L.P. is SMP Asset Management, LLC. Lawrence J. Goldstein is an individual investor, the sole managing member and the sole owner of SMP Asset Management, LLC, and may be deemed to beneficially own these shares.

(2) The general partners of Flum Partners are Jerome S. Flum, Chairman of the Board and Chief Executive Officer of the Company; Michael I. Flum, President and Chief Operating Officer of the Company; and Barbara Schwartz, spouse of Jerome S. Flum.   The controlling general partner is Jerome S. Flum.

44
(3) Includes 5,641,134 shares owned by Flum Partners, of which Mr. Flum is the controlling general partner, which are also deemed to be beneficially owned by Mr. Flum because of his power, as controlling  general partner of Flum Partners, to direct the voting of such shares held by the partnership. Mr. Flum disclaims beneficial ownership of the shares owned by Flum Partners. The 6,239,776 shares of Common Stock, or 57.61% of the outstanding shares of Common Stock, may also be deemed to be owned, beneficially and collectively, by Flum Partners and Mr. Flum, as a “group”, within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Act”).

(4) Includes 7,800 shares of Common Stock owned by a grandchild of Mr. Flum, the beneficial ownership of which is disclaimed by Mr. Flum. Also, includes 260,000 shares of Common Stock owned by Family Trusts established by Mr. Flum, the beneficial ownership of which is disclaimed by Mr. Flum.

(5) Includes 55,770 shares of Common Stock and 7,7001,600 shares of Common Stock which may be acquired upon the exercise of stock options which have vested or will vest within 60 days of March 10, 2020.2023.

(6) Includes 6,500 shares of Common Stock and 7,70017,200 shares of Common Stock which may be acquired upon the exercise of stock options which have vested or will vest within 60 days of March 10, 2020.2023.

43
The Company’s current equity compensation plan approved by stockholders is the 2020 Long-Term Incentive Plan. The 2020 Long-Term Incentive Plan provides for the grant of options and other awards up to an aggregate of 1,000,000 shares of common stock. The Company’s previous equity compensation plan approved by stockholders was the 2009 Long-Term Incentive Plan. The 2009 Long-Term Incentive Plan provided for the grant of options and other awards up to an aggregate of 1,000,000 shares of common stock.  This plan expired at the end of 2019.

The following table summarizes information about the Company’s common stock that may be issued upon the exercise of options, warrants and rights under all equity compensation plans of the Company as of December 31, 2021.2022.

Plan category 
Number of securities
to be issued upon
exercise of
outstanding options,
warrants and rights
  
Weighted average
exercise price of
outstanding
options, warrants
and rights
  
Number of
securities
remaining available
for
future issuance
under
equity
compensation
plans (excluding
securities reflected
in
first column)
  
Number of securities
to be issued upon
exercise of
outstanding options,
warrants and rights
  
Weighted average
exercise price of
outstanding
options, warrants
and rights
  
Number of
securities
remaining available
for
future issuance
under
equity
compensation
plans (excluding
securities reflected
in
first column)
 
Equity compensation plans
approved by stockholders
  
568,650
  
$
2.02
   
787,450
   
627,600
  
$
2.00
   
683,400
 
Total
  
568,650
  
$
2.02
   
787,450
   
627,600
  
$
2.00
   
683,400
 

4445
ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

There were no such reportable relationships or related transactions in 2021.2022.


ITEM 14.PRINCIPAL ACCOUNTING FEES AND SERVICES.

The aggregate fees incurred by CohnReznick LLP for professional services rendered to the Company for the last two fiscal years are as follows:


  Fiscal Year Ended 
 
Fiscal Year Ended
December 31,
   December 31, 
 2021  2020   
2022
 
2021
 
            
Audit fees (1)
 
$
131,500
  
$
106,250
   
$
152,250
 
$
141,500
 
Audit related fees (2)
 
-
  
7,500
   
-
 -
 
Tax fees (3)
 
13,500
  
12,800
   
15,750
 
13,500
 
All other fees
  
-
   
-
    
-
  
-
 
            
Total fees
 
$
145,000
  
$
126,550
   
$
168,000
 
$
155,000
 

(1)
Consists of fees for services provided in connection with the audit of the Company’s financial statements and review of the Company’s quarterly financial statements.

(2)
Consists of fees for assurance and related services that are reasonably related to the performance of the audit or review of the Company’s financial statements and are not reported under “Audit fees.”

(3)
Consists of fees for preparation of federal and state income tax returns.

The engagement of CohnReznick LLP for the 20212022 and 20202021 fiscal years and the scope of audit-related services, including the audits and reviews described above, and tax services were all pre-approved by the Audit Committee.

The policy of the Audit Committee is to pre-approve the engagement of the Company’s independent auditors and the furnishing of all audit and non-audit services.

4546
PART IV

ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

(a)
(a)          Financial Statements – contained in Item 8:

  Page
   
 
Report of Independent Registered Public Accounting Firm (CohnReznick LLP, Melville, New York, PCAOB ID Number 596)
1618
 
Balance Sheets - December 31, 20212022 and 20202021
1719
 
Statements of Operations - Years Ended December 31, 20212022 and 20202021
1820
 
Statements of Stockholders’ Equity - Years Ended December 31, 20212022 and 20202021
1921
 
Statements of Cash Flows - Years Ended December 31, 20212022 and 20202021
2022
 
Notes to Financial Statements
2123

(b)          
(b)Exhibits:

 
3(i)
Copy of the Company’s Amended and Restated Articles of Incorporation dated as of May 7, 1999 (incorporated by reference to Form 10-KSB for the year ended December 31, 1999, filed March 29, 2000)
 
3(ii)
Company’s By-Laws as amended March 9, 2020
 
10-D
Copy of Company’s 2020 Long-Term Incentive Plan (incorporated by reference to Definitive Statement on Schedule 14C, filed March 25, 2021)
 
14
CreditRiskMonitor.com, Inc. Code of Ethics for Principal Executive Officer and Senior Financial Officers (incorporated by reference to Form 10-KSB for the year ended December 31, 2003, filed March 30, 2004)
 
23*
Consent of Independent Registered Public Accounting Firm
 
31.1*
Certification of Chief Executive Officer
 
31.2*
Certification of Chief Financial Officer
 
32.1*
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
32.2*
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 101.INSXBRL Instance Document
 101.SCHXBRL Taxonomy Extension Schema Document
 101.CALXBRL Taxonomy Extension Calculation Linkbase Document
 101.DEFXBRL Taxonomy Extension Definition Linkbase Document
 101.LABXBRL Taxonomy Extension Label Linkbase Document
 101.PREXBRL Taxonomy Extension Presentation Linkbase Document

*Filed herewith.

4647
SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CREDITRISKMONITOR.COM, INC.
(REGISTRANT)

Date: March 25, 202224, 2023
By: /s/ Jerome S. Flum
 
Jerome S. Flum
 
Chairman of the Board and
 
Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

  
Date: March 25, 202224, 2023
By: /s/ Jerome S. Flum
 
Jerome S. Flum
 
Chairman of the Board and
 
Chief Executive Officer
 
(Principal Executive Officer)
  
Date: March 25, 202224, 2023
By: /s/ Steven Gargano
 
Steven Gargano
 
Chief Financial Officer
 
(Principal Financial and Accounting Officer)
  
Date: March 25, 202224, 2023
By: /s/ Andrew J. Melnick
 
Andrew J. Melnick
 
Director
  
Date: March 25, 202224, 2023
By: /s/ Richard Lippe
 
Richard Lippe
 
Director
  
Date: March 25, 202224, 2023
By: /s/ Joshua M. Flum
 
Joshua M. Flum
 
Director


4748