Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On July 15, 2022, the Company announced the election of Ms. Dia Simms as a new
director of the Company. Ms. Simms has been appointed to serve on the audit
committee and the compensation committee of the Company, with such appointment
effective upon her becoming a director of the Company.
Ms. Simms is the Chief Executive Officer of Lobos 1707 Tequila & Mezcal, where
she has served since August 2020. Simms leads Lobos 1707 alongside Founder and
Chief Creative Officer Diego Osorio with early backing by sports and cultural
icon, LeBron James. Ms. Simms is also a member of the board of directors of Tilt
Holdings Inc. (NEO: TILT), where she has served since August 2020. Ms. Simms
spent almost fifteen years working alongside Sean "Diddy" Combs at Combs
Enterprises. In 2017, Simms was named President of Combs Enterprises, making her
the first president in the company's thirty-year history other than Sean Combs
himself. In her role as President, she oversaw multi-billion-dollar brands under
the Combs empire, including CÎROC Ultra-Premium Vodka, Blue Flame Agency,
AQUAhydrate, Bad Boy Entertainment, Sean John and Revolt TV. Of note, Simms led
the transformation of CÎROC Ultra-Premium Vodka taking the previously
unprofitable brand to a $2 billion retail value. Ms. Simms holds a B.S. degree
in Psychology from Morgan State University and a Master's degree in Management
from the Florida Institute of Technology.
The board of directors of the Company has affirmatively determined that Ms.
Simms meets the applicable standards for an independent director under both the
rules of the Nasdaq and Rule 10A-3 under the Securities Exchange Act of 1934.
Ms. Simms will not be compensated by the Company for her services as a director
and has not entered into an employment agreement with the Company.
In connection with this appointment, Ms. Simms is expected to enter into an
indemnification agreement and a letter agreement with the Company on the same
terms as the indemnification agreements and letter agreements entered into by
the directors and officers of the Company at the time of the Company's initial
public offering.
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