Item 1.01 Entry into a Material Definitive Agreement.
Employment Agreement with Chief Technologies Officer
On April 12, 2021, the Registrant entered into an agreement with
Víctor Germán Quintero Toro pursuant to which Mr. Quintero has been appointed as the Registrant’s chief technologies
officer (CTO). A copy of such agreement is annexed hereto as exhibit 10.04.
Mr. Quintero’s employment agreement is for an initial term ending
on October 31, 2024, subject to automatic annual renewals unless either party elects to terminate it. Mr. Quintero is required
to devote 25% of his time to the Registrant’s affairs but is expected to devote additional time, should that prove necessary. The
compensation provisions of the agreement call for a minimal monthly stipend of $500 but also for 10,000 shares of the Registrant’s
Class B Convertible Preferred Stock issuable at the end of each fiscal year and participation, along with other employees in the
Registrant’s Qualified Stock Option Plan, as that term is defined in the Internal Revenue Code of 1986 (the “Options”)
pursuant to which he will be granted options to purchase 50,000 shares of Class B Convertible Preferred Stock at the end of each
fiscal year, such options to be exercisable at a price equal to the last sales price therefor prior to execution of the agreement
($1.25 per share) during the 1,826 days following their issuance. His duties will include responsibility for the design, development
and maintenance of the Registrant’s internet presence including its website, its social media presence, information concerning
Puget on the Internet, the Registrant’s internet security, etc., in coordination with the Registrant’s board of directors, board
of advisors, strategic consultant and superior officers, evaluation of all potential acquisitions and monitoring all acquisitions
and operating subsidiaries with respect to all matters involving technology; in coordination with the Registrant’s board of directors,
board of advisors, strategic consultant and superior officers, coordination and monitoring of all research and development activities
involving technology; development of personal proprietary information conceived by him with respect to software applications for
use on computers and other intelligent devices in the areas of coordination of medical services and transportation systems, provided
that they are not abandoned by the Registrant and are placed into operation prior to the end of the initial term of the Agreement,
subject to a retained 10% royalty interest in favor of Mr. Quintero from all income derived therefrom by or through the Registrant;
and, performance of such other duties as are assigned to him by the Registrant’s president and boards of directors, subject to
compliance with all applicable laws and fiduciary obligations.
Additional provisions involving intellectual property provide that
except as specifically excluded in the agreement intellectual property developed by Mr. Quintero will belong to the Registrant
subject to a ten percent royalty interest in favor of Mr. Quintero, provided that, if the intellectual property is not marketed
within three years, then it will revert to Mr. Quintero and the Registrant will be entitled to a ten percent royalty interest.
Mr. Quintero is currently developing a proprietary transport control and programming system based on big data (a field that treats
ways to analyze, systematically extract information from, or otherwise deal with data sets that are too large or complex to be
dealt with by traditional data-processing application software) and artificial intelligence; and, a proprietary platform for improved
doctor patient scheduling and treatment interaction. Such projects are expected to be developed and marketed by the Registrant
and test marketed in the Commonwealth of Puerto Rico where the Registrant anticipates conducting a substantial portion of its activities
in order to avail itself of benefits provided under the Puerto Rico Incentives Code Act (Act 60-2019). Excluded from the
agreement is a proprietary hydroponic, hermetic, automated and controlled cultivation system using artificial intelligence (Colombian
patent number NC2020 / 0000681) which Mr. Quintero will develop and market independently.
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Puget Technologies, Inc., current report on Commission Form 8-K, Page 2 (excluding exhibits)
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Mr. Quintero will primarily work from the city of Manizales in the
Republic of Colombia where he resides, availing the Registrant of the abundant academic and professional talent there as a result
of the city’s status as a major academic center (with ten university campuses in a city of approximately 450,000 people), a city
which is striving to emulate the information and technological accomplishments of major cities in the Republic of India, and, as
required, from the Commonwealth of Puerto Rico.
Biographical information:
Mr. Quintero, age 40, obtained a bachelor of science degree in electronic
engineering from the Universidad Nacional de Colombia in 2002 and a bachelor of science degree with honors in computer and systems
engineering in 2007 from the Universidad Tecnológica de Pereira, both in the Republic of Colombia. From 2007 to 2009 he
was employed as a software architect at Accenture, PLC and from 2009 to 2012 he was employed as a consultant and software architect
at Oracle Corporation, in the telecommunications area. In 2012, he was retained as a project manager at Walmart, Inc. charged with
design of software apps involving automation of logistics, transportation, project distribution, inventory and digital marketing
for diverse regional headquarters and distributions centers throughout the world. From 2013 through 2017, Mr. Quintero was employed
at Cablevision Argentina as project manager, where he led the 4G implementation project and was involved with the integration of
fixed networks with the mobile networks and design of the Quad Play service. In 2018 he was employed by Banco Santander, a major
European bank with worldwide offices as a software architect on the digital platform integrating different online services as well
as management and handling documentation. During that same year he was involved with Motorola, Inc., as a finalist in an applications
development program, his entry involving an app for noninvasive measurement of blood glucose for diabetes patients and others.
During 2019 Mr. Quintero was retained by a large pharmaceutical chain in the Republic of Colombia, “Evedisa”, to develop,
improve, standardize and maintain its databases and while there, completed a postgraduate program in management at the Colegiatura
del Café. Since 2020 Mr. Quintero has served as a project manager at Get In Marketing where he has integrated diverse services
and projects in the areas of digital marketing, administration, communication and innovation.
Mr. Quintero is currently a researcher at the Universidad de Caldas
in areas including information and communication technologies, pedagogy and integration of technology into education working with
two centers of excellence and four A rated research groups. He is an international speaker in the fields of science, technology
and education and has participated in the Congreso Iberoamericano held in Buenos Aires during November of 2014, the Congreso Internacional
de Nuevas Tecnologías Educativas held in Mexico City in 2006, the II Congreso Internacional de Educación RUDECOLOMBIA
held in Paipa, Boyaca, Colombia during 2007 and the Congreso Internacional de Tecnología held in 2009 at the Universidad
del Valle in Cali, Colombia.
Agreement with New Member of Board of Advisors
On April 12, 2021, the Registrant entered into an agreement with
Natalia Trujillo Orozco pursuant to which she will join Pranav Nawani, PhD and Messrs. Andrew Spencer and David E. Burnett on the
Registrant’s Board of Advisors. A copy of such agreement is filed as exhibit 10.01 to this current report. The material terms of
such agreements pertaining to compensation are identical to those of Messrs. Spencer and Burnett as disclosed in the current report
on Form 8-K filed by the Registrant with the Commission on December 1, 2020 except that her equity based compensation will involve
shares of the Registrant’s Class B Convertible Preferred Stock and that in addition to her advisory duties, she will also act as
the secretary of the Board of Advisors and of every committee thereof, responsible for coordinating all meetings and preparing
required records for submission to the Registrant’s corporate secretary. Ms. Trujillo, in addition to her academic and professional
qualifications, adds diversity to the Board of Advisors, being a woman and Hispanic. A copy of the agreement with Ms. Trujillo
is annexed hereto as exhibit 10.05.
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Puget Technologies, Inc., current report on Commission Form 8-K, Page 3 (excluding exhibits)
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Biographical information:
Natalia Trujillo Orozco, age 35, has a bachelor of science degree
in chemical engineering from the Universidad Nacional de Colombia. During her studies she was member of the “Development of
New Products and Functional Foods” research group where she worked on a project entitled “Evaluation of Osmotic Dehydration
as a Pretreatment for Vacuum Impregnation of Chayote (Sechium edule)” presented by her at national events such as 8th and
10th regional meetings of the Red Regional de Semilleros de Investigación. Some of the written projects she coauthored include:
(2018), “Biofuels Conversion by MixAlcoTM Process Using Municipal Solid Waste as Substrate: simulation and economic, environmental
and social analysis”; (2018), “Producción de carbon activado a partir de cáscaras de naranja” (Production
of Activated Carbon from Orange Peels); (2019), “Producción de 1, 3- Butadieno a partir de residuos agroindustriales”
(Production of 1,3- Butadiene from Agro-Industrial Waste); (2019), “Estudio de factibilidad para el montaje y puesta en marcha
de planta de producción carbón activado” (Feasibility Study for Assembly and Start-Up of an Activated Carbon
Production Plant); (2019), “Aprovechamiento del borojó (Borojoa patinoi) para la elaboración de productos comestibles
de alto valor commercial” (Use of Borojo [Borojoa patinoi] for the Production of High Commercial Value Edible Products). During
2019 she also worked with the Corporación Colombiana del Saber Científico SCIO (Colombian corporation of scientific
knowledge) in Bogotá as a content analyst for publications in food research journals.
In addition to the foregoing, since 2017 she has served as a wellness
counselor or advisor with respect to functional alimentation for individual clients in Colombia, Canada, El Salvador, Chile, Spain
and in the United States. In addition to her university studies, she has completed the following courses: Introduction to psychology,
Yale University; Herbal Medicine, University of Minnesota; Seguridad Agroalimentaria, Universidad Nacional Autónoma de México;
Use of WordPress to Create a Blog for your Business, Coursera Proyect Network; Aromatherapy: Clinical Use of Essential Oils, University
of Minnesota; Positive Psychiatry and Mental Health, University of Sydney; Weight Management: Beyond Balancing Calories, Emory
University; Chemicals and Health, Johns Hopkins University; Nutrición y obesidad: control de sobrepeso, Universidad Nacional
Autónoma de México; Introduction to Integrative Therapies and Healing Practices, University of Minnesota; Mindfulness
in Integrative Healthcare, University of Minnesota; and, The Science of Well-Being, Yale University.