AMMJ American Cannabis Company Inc (QB)

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

(b) Effective January 1, 2017 Corey Hollister, the Company’s Principal Executive Officer, resigned. Mr. Hollister, a founder of the Company, remains a Company director and is Co-Chairman of the Board of Directors with Mr. Ellis Smith.

(c) By agreement dated December 30, 2016, effective January 1, 2017, the Company appointed Mr. Terry Buffalo as its Principal Executive Officer. Mr. Buffalo is 51 years of age. No family relationship exists between Mr. Buffalo and any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer of the Company. Since the beginning of the Company’s last fiscal year, Mr. Buffalo has not been a party to any transaction with the Company wherein he would have a direct or indirect material interest in an amount exceeding $120,000.00.

Mr. Buffalo is an executive in the financial services industry, with extensive experience including managing a hybrid FINRA broker-dealer and Registered Investment Advisor firm. Mr. Buffalo is regarded as an expert in these fields with publications in Financial Advisor Magazine and NAIFA’s Advisor Today, as well as being a featured interview in Boomer Market Advisor. Prior to founding Buffalo Financial Solutions, Mr. Buffalo was the Chief Executive Officer of a regional broker dealer for over 10 years, where he took a underperforming firm and revamped the business model from a corporate to an independent structure, with an emphasis on attracting brokers with established clienteles. While there, the firm consistently produced net profits of 7%, compared to industry average among peers that ranged between negative to 1.5%, while expanding the firm’s overall assets from $400 million to over $2 billion.

The Company and Mr. Buffalo entered into a written executive employment agreement whereby the Company will compensate Mr. Buffalo with an annual salary of $80,000.00, subject to discretionary annual review and adjustment by the Board of Directors. The engagement agreement also provided for the issuance of the Company’s Restricted Common Stock to Mr. Buffalo annually, subject to his continued employment with the Company, and on a pro rata basis, in the following amounts and schedule: December 31, 2016: 200,000 restricted shares; December 31, 2017: 300,000 restricted shares; and, December 31, 2018: 400,000 restricted shares, with additional provisions enrolling Mr. Buffalo in the Company’s discretionary employee incentive plan, health insurance, vacation and holiday paid leave.