Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


            Appointment of Certain Officers; Compensatory Arrangements of Certain
            Officers




(e)

The Company entered into an employment agreement (the "Employment Agreement") with Howard J. Weisman, the Company's Chief Executive Officer, effective January 1, 2023 (the "Effective Date"), pursuant to which Mr. Weisman is eligible to receive an annual salary of $450,000 and is eligible to participate in the Company's annual bonus plan, with a target bonus of 50% of his base salary. Mr. Weisman is also eligible to participate in the Company's Amended and Restated 2020 Omnibus Equity Incentive Plan and shall receive a signing bonus in an amount equal to $40,000 within thirty days of the Effective Date. The initial term of the Employment Agreement is two (2) years (the "Initial Term"), commencing on the Effective Date, which may be automatically extended for successive one-year periods on each anniversary of the Effective Date following the Initial Term unless either party elects not to extend the Employment Agreement.

The Employment Agreement provides that if Mr. Weisman's employment is terminated by us without cause, or by him for good reason, he will receive (i) his earned but unpaid annual bonus with respect to the fiscal year ending on or preceding the date of termination, (ii) continuation of his base salary payments for twelve months following his termination of employment, and (iii) continued participation in the Company's group health plan for six months following his termination of employment, provided that he is eligible and remains eligible for COBRA coverage, in each case subject to certain conditions, including the execution of a release of all claims against the Company. The foregoing description is qualified in its entirety by the full text of the Employment Agreement, which is filed as Exhibit 10.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.






(d) Exhibits.



Exhibit    Description
Number

  10.1       Employment Agreement, dated as of January 1, 2023, between the Company
           and Howard J. Weisman.

104        Cover Page Interactive Data File (embedded within the XBRL document)

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