Item
5.02 Departure of Directors or certain Officers; Election of Directors; Appointment of certain Officers; compensatory Arrangements
of certain Officers
Appointment
of Anthony Smith as President
On
January 15, 2020, the Board appointed Anthony R. Smith, Ph.D. to serve as the Company’s President. As described further
below, Lori Glauser, the Company’s Chief Operating Officer and President, will continue to serve as Chief Operating Officer.
Dr.
Smith joined EVIO in June 2016 as Chief Science Officer. He has also overseen the daily operations of EVIO Labs Medford. Under
his leadership, EVIO Labs Medford has become EVIO’s most profitable laboratory.
Dr.
Smith’s employment agreement will be modified to a base salary of $180,000 per annum.
Dr.
Smith had previously agreed to defer his 2019 Compensation. As of January 15, 2020, the Company and Dr. Smith have agreed to convert
unpaid 2019 compensation in the amount of $130,193 to common stock based on the closing price of January 14, 2020. As such the
Company will issue 1,820,881 common shares to retire this liability.
Dr.
Smith has also agreed to defer compensation until the company is able to support payment of such salaries. Furthermore, any deferred
compensation will be converted quarterly to common stock calculated on the market close for the 5th calendar day following each
quarter ending. If the 5th day is non trading day, the closest preceding day will be used.
Lori
Glauser Employment Agreement
In
connection with Dr. Smith’s appointment as the Company’s President, Lori Glauser will continue to serve as the Company’s
Chief Operating Officer supporting the Company’s operational initiatives.
Ms.
Glauser’s employment agreement will be modified to a base salary of $180,000 per annum.
Ms.
Glauser had previously agreed to defer her 2019 Compensation. As of January 15, 2020, the Company and Ms. Glauser have agreed
to convert unpaid 2018 & 2019 compensation in the amount of $179,011 to common stock based on the closing price of January
14, 2020. As such the Company will issue 2,503,650 common shares to retire this liability.
Ms.
Glauser has also agreed to defer compensation until the company is able to support payment of such salaries. Furthermore, any
deferred compensation will be converted quarterly to common stock calculated on the market close for the 5th calendar day following
each quarter ending. If the 5th day is non trading day, the closest preceding day will be used.
William
Waldrop Employment Agreement
Mr.
Waldrop’s employment agreement has been modified to a base salary of $180,000 per annum.
Mr.
Waldrop had previously agreed to defer his 2019 Compensation. As of January 15, 2020, the Company and Mr. Waldrop have agreed
to convert unpaid 2018 & 2019 compensation in the amount of $216,574 to common stock based on the closing price of January
14, 2020. As such the Company will issue 3,029,007 common shares to retire this liability.
Mr.
Waldrop has also agreed to defer compensation until the company is able to support payment of such salaries. Furthermore, any
deferred compensation will be converted quarterly to common stock calculated on the market close for the 5th calendar day following
each quarter ending. If the 5th day is non trading day, the closest preceding day will be used.
On
January 20, 2020, EVIO Inc. (the “Company”) issued a press release announcing the appointment of Mr. Smith to President.
A copy of the press release is attached as Exhibit 99.1 to this Report.
The
information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Company,
whether made before or after the date hereof. The information in this report, including the exhibit hereto, shall not be deemed
to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject
to the liability such section.