Tapinator : Board of Director Appointment and Resignation

SUPPLEMENTAL INFORMATION REPORT - TAPINATOR, INC.

BOARD OF DIRECTOR APPOINTMENT

On April 7, 2022 (the "Appointment Date"), the Board of Directors of Tapinator, Inc. (the "Company") appointed Hilary Herscher as a member of the Company's Board of Directors (the "Board").

Mr. Herscher was most recently the Chief Financial and Operating Officer of Interlaken Management, a multi-generational single-family office based in New York City where he oversaw all functions of the private wealth management advisory firm from 2017 to 2020. Previously, Mr. Herscher was the CFO of Verus International, a boutique merchant bank and family office based in New York and Barbados where he was responsible for the bank's private and public investments across North America, Europe, Middle East and Asia. Prior to Verus, Mr. Herscher held senior corporate development roles at Pearson Television, Bertelsmann Music Group and Random House. Mr. Herscher has a BA from McGill University in Montreal, Canada and an MBA from INSEAD in Fontainebleau, France.

On the Appointment Date, the Company and Mr. Herscher entered into a Board of Directors Agreement (the "Board Agreement"), which contains certain obligations of the Company with respect to compensation to be paid to Mr. Herscher (as described below) as well as certain termination, confidentiality and other obligations of Mr. Herscher. Except for the terms of the Board Agreement and the indemnification agreement referenced therein, there is no arrangement or understanding between Mr. Herscher and any other persons relating to the Company.

Beginning in second fiscal quarter of 2022, Mr. Herscher will be paid $10,000 per calendar quarter for each quarter he is a member of the Board.

The foregoing description of the Board Agreement does not purport to be complete and is qualified in their entirety by reference to the full text of the Board Agreement which is attached as Exhibit 1.1 to this Supplemental Information Report and incorporated herein by reference.

BOARD OF DIRECTOR RESIGNATION

On April 7, 2022, Teymour Farman-Farmaian submitted notice of his resignation as a member of the Board of the Company and as a member of any committee of the Board on which he served, effective immediately.

Mr. Farman-Farmaian's resignation from the Board was not as a result of any disagreement with the Company or any of its subsidiaries on any matters related to their operation, policies or practices.

A copy of Mr. Farman-Farmaian's resignation letter is attached to this Supplemental Information Report as Exhibit 1.2.

EXHIBITS

Exhibit No. Description of Exhibit

1.1*Board of Directors Agreement between Tapinator, Inc. and Hilary Herscher dated April 7, 2022.

1.2*

Resignation letter of Teymour Farman-Farmaian dated April 7, 2022.

__________ *filed herewith

Exhibit 1.1

BOARD OF DIRECTORS AGREEMENT

This Board of Directors Agreement (this "Agreement"), dated as of April 7, 2022 is between Tapinator, Inc., a Delaware corporation, having a principal place of business at 1776 Broadway, Suite 2002, New York, New York 10019 ("Tapinator" or "Company"), and Hilary Herscher, an individual, with a principal address at [____________________________________________________________] ("Director").

BACKGROUND

Tapinator desires to have the benefit of Director's knowledge and experience, and Director desires to provide services to Tapinator as provided in this Agreement. Additionally, as of the date hereof, Company and Director shall enter into a separate Indemnification Agreement to the benefit of Director (the "Indemnification Agreement").

AGREEMENT

NOW, THEREFORE, in consideration of the promises set forth in this Agreement, Tapinator and Director hereby agree as follows:

1. Term. This Agreement shall continue for a period of two (2) years from the Effective Date and shall continue thereafter for as long as Director is appointed or elected as a member of the Board of Directors of Company (the "Board") or as otherwise terminated pursuant to this Agreement.

2. Position and Responsibilities.

(a) Position. Company hereby retains Director to serve as a member of the Board. Director shall perform such duties and responsibilities as are normally related to such position in accordance with Company's bylaws, as amended, and applicable law (the "Services"), and Director hereby agrees to use his best efforts to provide the Services. Director shall not allow any other person or entity to perform any of the Services for or instead of Director. Director shall comply with the statutes, rules, regulations and orders of any governmental or quasi-governmental authority, which are applicable to the performance of the Services, and Company's rules, regulations, and practices as they may from time-to-time be adopted or modified.

(b) Other Activities. Director may be employed by another company, may serve on other boards of directors or advisory boards, and may engage in any other business activity (whether or not pursued for pecuniary advantage), as long as such outside activities do not violate Director's obligations under this Agreement or Director's fiduciary obligations to the shareholders. The ownership of less than a 10% interest in an entity, by itself, shall not constitute a violation of this duty. Except as disclosed in writing by Director to Company, Director represents that, to the best of his knowledge, Director has no outstanding agreement or obligation that is in conflict with any of the provisions of this Agreement, and Director agrees to use his best efforts to avoid or minimize any such conflict and agrees not to enter into any agreement or obligation that could create such a conflict, without the approval of a majority of the Board of Directors. If, at any time, Director is required to make any disclosure or take any action that may conflict with any of the provisions of this Agreement, Director will promptly notify the Chief Executive Officer or the Board of Directors of such obligation, prior to making such disclosure or taking such action.

(c) No Conflict. Director is not currently engaging in any activity that creates an actual conflict of interest with Company, regardless of whether such activity is prohibited by Company's conflict of interest guidelines or this Agreement, and Director agrees to notify the Board before engaging in any activity that creates a potential conflict of interest with Company. In the event Director engages in any activity that creates an actual conflict of interest with Company without the prior written consent of the Board, a majority of the disinterested members of the Board may vote to terminate this Agreement, remove Director from the Board and immediately cease any compensation under Section 3(a) and 3(b) below to Director; provided, however, Director shall continue to be entitled to expense reimbursement for any expenses incurred prior to the termination of this Agreement and in accordance with Section 3(c) below.

3. Compensation and Benefits.

(a) Director Cash Fee. Director shall be entitled to a quarterly cash payment of $10,000 which shall accrue at the end of each calendar quarter beginning with the second quarter of 2022 and continuing during the term of this Agreement, contingent on the Director's continuing to provide the Services as of each such date.

(b) Expenses. The Company shall reimburse Director for all reasonable business expenses incurred in the performance of his duties hereunder in accordance with Company's expense reimbursement guidelines. Such reimbursement shall include the cost of coach airfare and one night of hotel stay for any board meeting wherein the Company specifically requests that Director shall attend such meeting in person.

(d) Records. Director shall have access to books and records of Company, as necessary to enable Director to fulfill his obligations as a Director of Company as required by Delaware law. Director shall give Company reasonable notice for any inspection of books and records that Director requests.

4. Termination.

(a) Right to Terminate. At any time, Director may be removed as a director as provided in Company's Certificate of Incorporation, as amended, bylaws, as amended, and applicable law. At any time, Director may resign as a director as provided in Company's Certificate of Incorporation, as amended, bylaws, as amended, and applicable law. Notwithstanding anything to the contrary contained in or arising from this Agreement or any statements, policies, or practices of Company, neither Director nor Company shall be required to provide any advance notice or any reason or cause for termination of Director, except as provided in Company's Certificate of Incorporation, as amended, bylaws, as amended, and applicable law.

(b) Effect of Termination as Director. Upon a termination of Director's status as a Director, this Agreement shall terminate. Company shall pay to Director all compensation and benefits to which Director is entitled up through the date of termination.

5. Termination Obligations.

(a) Director agrees that all property, including, without limitation, all equipment, tangible proprietary information, documents, records, notes, contracts, and computer-generatedmaterials provided to or prepared by Director incident to his Services belong to Company and shall be promptly returned at the request of Company.

(b) Upon termination of this Agreement, Director agrees that following any termination of this Agreement, he shall cooperate with Company in the winding up or transferring to other directors of any pending work and shall also cooperate with Company (to the extent allowed by law, and at Company's expense) in the defense of any action brought by any third party against Company that relates to the Services.

(c) The Company and Director agree that their obligations under this Section, as well as Sections 4(b), 5(a), 5(b), 6, 7, 8, 9, 13 and 14 shall survive the termination of this Agreement.

6. Nondisclosure Obligations. Director shall maintain in confidence and shall not, directly or indirectly, disclose or use, either during or after the term of this Agreement, any Proprietary Information (as defined below), confidential information, or trade secrets belonging to Company, whether or not it is in written or permanent form, except to the extent necessary to perform the Services, as required by a lawful government order or subpoena, or as authorized in writing by Company. These nondisclosure obligations also apply to Proprietary Information belonging to customers and suppliers of Company, and other third parties, learned by Director as a result of performing the Services. "Proprietary Information" means all information pertaining in any manner to the business of Company, unless (i) the information is or becomes publicly known through lawful means; (ii) the information was part of Director's general knowledge prior to his relationship with Company; or (iii) the information is disclosed to Director without restriction by a third party who rightfully possesses the information and did not learn of it from Company.

7. Non-Disparagement. Director agrees he shall not knowingly disparage Company, its subsidiaries or its officers, directors, employees or agents in any manner that could be harmful to it or them or its or their business, business reputation or personal reputation. Company agrees it shall instruct its officers, directors, employees and agents not to knowingly disparage Director in any manner that could be harmful to his business or personal reputation. This paragraph will not be violated by statements from either party that are truthful, complete and made in good faith in required response to a legal right, legal process or governmental inquiry. Nothing in this Agreement is intended to limit in any way Director's right or ability to file a claim with the Securities and Exchange Commission (the "SEC") or comparable state or local agencies. These agencies have the authority to carry out their statutory duties by investigating a claim, issuing a determination, filing a lawsuit in Federal or state court in their own name, or taking any other action authorized under these statutes. Director retains the right to participate in such any action. Director retains the right to communicate with the SEC and comparable state or local agencies and such communication can be initiated by Director or in response to the government and is not limited by any non-disparagement obligation under this Agreement.

8. Dispute Resolution. The parties agree that any suit, action, or proceeding between Director (and his attorneys, successors, and assigns) and Company (and its affiliates, shareholders, directors, officers, employees, members, agents, successors, attorneys, and assigns) relating to the Services or the termination of those Services shall be brought in either the federal or state or in a New York state court in New York, New York, and that the parties shall submit to the jurisdiction of such court. The parties irrevocably waive, to the fullest extent permitted by law, any objection the party may have to the laying of venue for any such suit, action or proceeding brought in such court. If any one or more provisions of this Section shall for any reason be held invalid or unenforceable, it is the specific intent of the parties that such provisions