GRIL Muscle Maker Inc

On October 19, 2022, the Company formed Sadot LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company (“Sadot”). On November 14, 2021 (the “Effective Date”), the Company, Sadot and Aggia LLC FC, a company formed under the laws of the United Arab Emirates (“Aggia”) entered into a Services Agreement whereby Sadot engaged Aggia to provide certain advisory services to Sadot for creating, acquiring and managing Sadot’s business of delivering food farm to table, wholesaling food and engaging in the purchase and sale of physical food commodities. The closing date of the Services Agreement was November 16, 2022. The parties entered into an Addendum 1 to the Services Agreement on November 17, 2022.

Subject to certain net income thresholds, Aggia has the right to nominate up to eight directors (the “Designated Directors”) to the Board of Directors (the “Board”) of the Company, seven of which will meet the independence requirements of the NASDAQ Capital Market and the Company will take such actions as reasonably required to name the directors which Aggia has the right to nominate to the Board. To date, the following directors have been nominated by Aggia and subsequently appointed to the Board:

On June 9, 2023, Aggia nominated Mark McKinney as a director to the Board after Sadot has generated $9.9 million in net income and the Board voted to increase the size of the Board from twelve to fifteen and appointed Mr. McKinney as a director of the Company to fill one vacancy. Aggia is entitled to nominate two additional directors to fill the remaining vacancies. Since January 1, 2021, the Company and Mr. McKinney have not entered into any transaction nor is there any currently proposed transaction, in which the Company was or is to be a participant involving an amount exceeding $120,000, and in which Mr. McKinney had or will have a direct or indirect material interest.

Mark McKinney, age 60, is a global leader with +30 years of executive, senior level domestic and international experience including, CEO, COO, President, Vice President, and Senior Director responsibilities across six countries and three continents. From 1993 to 2015, Mr. McKinney served in various senior roles at the Dole Food Company, including Senior Director positions in Dole Asia, Ltd. and Dole Europe S.A., President and Managing Director of Dole Thailand and President of Dole Packaged Foods Asia. Following his tenure at the Dole Food Company, Mr. McKinney served as Chief Operating Officer of Fruit Growers Supply, the supply division of Sunkist Growers, from 2018 through 2021 where he directly managed six business verticals (corrugated plant, post-harvest coatings, pallet manufacturing, packing house technologies, retail farm centers, and timber operations). From 2021 through 2022, Mr. McKinney served as the Chief Operating Officer of Local Bounti (NYSE: LOCL), a company specializing in ag-tech and indoor farming. Mr. McKinney received his MBA with a concentration in International Business/Corporate Finance from Claremont Graduate University, Peter F. Drucker Graduate Management Center, and his Bachelor of Science in Chemical Engineering with a minor in Chemistry from California Polytechnic University.