Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On
February 12, 2018 Mr. Kevin Yates resigned his positions as a Director and as Chief Executive Officer of the Company. There were
no disagreements between the Company and Mr. Yates on any matter.
On
February 12, 2018 the Company’s Board of Directors appointed Messrs. Mark Lucky and Tom Grbelja to the Board of Directors.
In addition, Mr. Lucky was appointed to be the Chairman and Chief Executive Officer for the Company. Biographical information
for Messrs. Lucky and Grbelja are as follows:
Mark
Lucky
Mr.
Lucky has more than 20 years of experience serving as a public company chief financial officer. His professional experience includes
working with start-ups, development-stage and mature companies in a wide variety of industries. Mr. Lucky has worked as a consultant
to various public and private companies, including RealBiz Media Group, Inc. (OTCBB:RBIZ), Intelligent Living America, Inc. (OTCBB:
ILIV), and Ronn Motor Group, Inc. Prior to that, Mr. Lucky served as the CFO for IceWeb Inc. (OTCBB: IWEB) from March, 2007 to
May, 2014. From 2004 to 2005 he served as Vice President of Finance and Administration at Galt Associates, Inc., a Sterling, Virginia
informatics/ technology and medical research services company and from 2001 to 2004 he was Vice President of Finance and Administration
of MindShare Design, Inc., a San Francisco, California based internet technology company. During his career Mr. Lucky has also
been employed by Axys Pharmaceuticals, Inc (NASDAQ: AXPH) a San Francisco, California-based early stage drug discovery biotech
company, PriceWaterhouseCoopers, LLC, COMPASS Management and Leasing, Inc., Mindscape, Inc., The Walt Disney Company and KPMG.
Mr. Lucky formerly served as a member of the board of directors of Intelligent Living America, Inc., VOIS Inc. and HASCO Medical,
Inc. Mr. Lucky received a B.A. degree in Economics from the University of California, Los Angeles.
Based
on his business experience the Company believes that Mr. Lucky is well-qualified to serve on the Company’s Board of Directors.
Thomas
Grbelja
Mr.
Grbelja serves as a director of Realbiz Media Group, Inc. (OTCBB: RBIZ) and previously served as their Chief Financial Officer
from June 19, 2105 to January 2, 2017. Mr. Grbelja has spent over 30 years as a Certified Public Accountant providing a wide variety
of professional accounting, tax and financial consulting services to professional service, manufacturing, and construction industry
participants. Since 1990 he has served as the President and a Founding Member of Burke Grbelja & Symeonides, LLC, Certified
Public Accountants, an accounting firm based in Rochelle Park, New Jersey. In addition, between 1983 and 1990, Mr. Grbelja worked
as an accountant at Coopers & Lybrand, where he was responsible for the overall audit engagement, including filings with the
SEC, for certain large, publicly traded companies. He received his undergraduate degree in accounting at Fairleigh Dickinson University
and is a Certified Public Accountant.
Based
on his business experience the Company believes that Mr. Grbelja is well-qualified to serve on the Company’s Board of Directors.
Mr.
Lucky’s compensation agreement has yet to be determined.