Item 5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 1, 2018, our Board of Directors appointed Shamar Tobias
as our interim Chief Financial Officer, Scott Black as our Chief Legal Officer, and Mark Lanier as an independent member of the
Board of Directors.
On November 1, 2018, Scott Black resigned as our Chief Financial
Mr. Tobias, age 36, has served as the managing partner of Blue Chip
Accounting, LLC, a certified public accounting and consulting firm located in Henderson, NV since 2013. In his role as managing
partner, he has served as a financial consultant for several companies in the public, private, and governmental sectors. Prior
to founding Blue Chip Accounting, Mr. Tobias served as a consulting partner at a PCAOB registered accounting firm also located
in Henderson, NV.
Mr. Tobias earned a Bachelor of Science in Accounting and a Masters
of Accountancy from the University of Nevada - Las Vegas and also holds a Certified Public Accountant designation in the State
Aside from that provided above, Mr. Tobias does not hold and has
not held over the past five years any other directorships in any company with a class of securities registered pursuant to Section
12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act or any company registered as an investment
company under the Investment Company Act of 1940.
There were no arrangements or understandings between Mr. Tobias
and any other persons pursuant to which he was selected as interim Chief Financial Officer.
There are no family relationships between Mr. Tobias and any of
our directors or executive officers.
Aside from the company’s contract with Blue Chip for accounting
services, Mr. Tobias has not had any material direct or indirect interest in any of our transactions or proposed transactions over
the last two years.
Mr. Lanier brings to the board more than 38 years of finance and
capital markets experience to Globe Photos. Since 1995, he has served as general manager of Grumman Hill Advisors, an investment
company specializing in investing in small public companies. He is also co-founder and manager of the Pegasus Capital II Investment
Fund. He currently serves on the boards of Clubhouse International, Scinet Development & Holdings, and Thomas Emery’s
He received his Bachelor of Arts degree, magna cum laude, from Williams
College and earned a Masters in English and Literature from Oxford University, England, and MBA from Stanford University’s
Graduate School of Business.
Mr. Lanier is considered an independent member of the Board of Directors
under Nadsaq rules and he shall serve on the audit committee as a financial expert, as that term is defined under SEC regulations.
There were no arrangements or understandings between Mr. Lanier
and any other persons pursuant to which he was selected as members of our Board of Directors. There are no transactions in which
either has an interest requiring disclosure pursuant to Item 404(a) of Regulation S-K.
Mr. Black’s employment history and other information required
by Item 5.02 Form 8-K is contained in our annual report on Form 10-K for the year ended December 31, 2017.
There were no arrangements or understandings between Mr. Black and
any other persons pursuant to which he was selected as Chief Legal Officer.