Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 18, 2023, the Board of Directors (the "Board") of Iris Acquisition Corp (the "Company") appointed Borade Shashibhushan ("Dr. Borade") to serve as a director. Dr. Borade has been determined by the Board to be an independent director under the listing rules of Nasdaq. Dr. Borade will serve until the Company's next annual meeting of stockholders when he is expected to stand for election by a vote of the Company's stockholders. Dr. Borade has also been appointed to the audit committee of the Board.

Dr. Borade has 14 years of equity statistical arbitrage experience. He is currently Deputy Head of Quantitative Investments at Vatic Investments ("Vatic"). Dr. Borade's team (an international collaboration across statisticians and physicians) was a finalist in the XPRIZE for scaling up COVID-19 testing. Prior to joining Vatic, Dr. Borade was a Portfolio Manager at Engineers Gate, where he led the design and implementation of a medium frequency research and trading system in global equities. Previously, he was a Vice-President in the equity statistical arbitrage group at D.E. Shaw & Co., where he worked for seven years. Dr. Borade received his Ph.D. and S.M. in Electrical Engineering and Computer Science from Massachusetts Institute of Technology with a Presidential Fellowship. Earlier, he received B.Tech. in Electrical Engineering from the Indian Institute of Technology Bombay in 2002 and was awarded a Silver Medal for the best overall performance in Electrical Engineering.

Dr. Borade will participate in the non-employee director compensation arrangements generally applicable to all of the Company's non-employee directors.

In connection with the appointment, the Company and Dr. Borade will enter into a deed of indemnity, the form of which was filed with the SEC on February 5, 2021, as Exhibit 10.6 to the Company's Amendment No. 1 to Registration Statement on Form S-1 dated February 5, 2021.

There are no arrangements or understandings pursuant to which Dr. Borade was selected as a director. Dr. Borade does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

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