Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
Item Appointment 5.02. of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Chief Accounting Officer On September 22, 2026, the Company entered into an agreement (the “Agreement”) with Nanook & Company, LLC, whose sole member is Stephanie Brady, effective August 19, 2026. The Agreement provides the terms and conditions pursuant to which Ms.…
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Item 5.02Item 5.02 - Departure/Election of Directors
Item Appointment
5.02. of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment
of Chief Accounting Officer
On
September 22, 2026, the Company entered into an agreement (the “Agreement”) with Nanook & Company, LLC, whose sole member
is Stephanie Brady, effective August 19, 2026. The Agreement provides the terms and conditions pursuant to which Ms. Brady will serve
as the Company’s Chief Accounting Officer. Subject to the termination provisions contained in the Agreement, the initial term of
the Agreement will continue through December 31, 2027. The initial term and any subsequent renewal terms can be extended by additional
one year periods if mutually agreed upon between the Company and Ms. Brady. She will receive a cash fee of $20,000 per month for services
rendered thereunder.
Except
as disclosed in this Current Report, there are no arrangements or understandings between the Consultant, and any other person pursuant
to which she was selected as Chief Accounting Officer, and there are no transactions involving the Consultant that are required to be
disclosed pursuant to Item 404(a) of Regulation S-K. The foregoing description of the Agreement does not purport to be complete and is
qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibit 10.1 to this Current Report on Form
8-K and incorporated herein by reference.