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


          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers.

On August 13, 2021, Taronis Fuels, Inc. (the "Company") and Edward J. Fred, the previous Chief Financial Officer and Treasurer and interim Chief Executive Officer and President of the Company, entered into a settlement agreement and general release (the "Agreement") in connection with Mr. Fred's resignation from his employment with the Company. Subject to the terms of the Agreement, the Company will make cash payments of $371,586.54 to Mr. Fred and pay COBRA premiums for Mr. Fred for up to eleven months. In addition, the Agreement includes certain confidentiality, intellectual property assignment, non-disparagement and non-solicitation provisions and a release of claims by Mr. Fred.

The foregoing description of the Agreement is not complete and is qualified in its entirety by the full text of the Agreement, a copy of which is attached to this Current Report on Form 8-K as Exhibit 10.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits




Exhibit No.   Description
   10.1         Separation agreement and general release, dated August 13, 2021,
              between the Company and Edward J. Fred.

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