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Item 5.02
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Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers;
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Ronald L. Miller, Jr. – Resignation
On July 31, 2020, Mr. Ronald Miller, Jr voluntarily
resigned as Chairman of the Board of Directors of the Company, effective immediately. The resignation was not the result of any
disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. Mr. Miller will
continue to serve as a member of the Company’s Board of Directors.
The Board approved and accepted Mr. Miller’s
resignation as Chairman of the Board on July 31, 2020.
Michael Paul Keskey – Appointment
On July 31, 2020, the Board appointed Mr. Michael
Paul Keskey “Mic”, age 65 as a Co-Chairman of the Company’s Board of Directors. Mr. Keskey will also serve on
the Company’s audit committee.
The biography for Mr. Keskey is set forth
below:
After graduating with a Bachelor’s Degree in Marketing Management
from Northern Michigan University, Keskey made a 25 year career in the retail consumer electronics industry. Keskey worked for
American TV of Madison for 8 years after college, before moving onto Best Buy (NYSE:BBY). In his 16 years with Best Buy, Keskey
advanced from store manager to President of US Retail for Best Buy, creating a plethora of well-received standard operating procedures
(SOPs), improving overall execution while streamlining Best Buy stores and increasing profitability during a major growth phase
for the company After retiring in 2004 from Best Buy, Keskey spent a decade as a dedicated father, coaching sports teams until
both his children left for college. Other than a board position at a local non-profit organization, Keskey has remained retired
since he left Best Buy.
Family Relationships
Mr. Keskey is not related to any Officer or Director of the Company.
Related Party Transactions
There are no related party transactions reportable
under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
Douglas Bowden – Appointment
On July 31, 2020, the Board appointed
Mr. Doug Bowden, age 61 as the Co-Chairman of the Company’s Board of Directors. Mr. Bowden is a current member of the Board
of Directors.
The biography for Mr. Bowden is set
forth below:
Mr. Bowden started his career in
the electronics industry, working in a successful family run business, which he purchased with his brother and ran for nearly 20
years. This tech company's success was based on signal processing and monitoring providing hardware and software for broadcasters during
the high definition revolution. Bowden sold his business in 2009 and in 2013, Mr. Bowden and his son started Viridis
Group, a real estate company centered on buying and remodeling luxury condos in Colorado and Arizona. Through this venture they
gained experience in real estate acquisition, design, project and construction management, leasing, finance and sales. With a focus
on people, the planet and profits – in that order, Viridis Group has recently adopted the name Bowden Investment Group to
reflect the passion for the family business. As such, Mr. Bowden brings extensive experience with multitier investment strategies
in real estate, software, and sustainable investments. Mr. Bowden attended the University of South Dakota where he studied business.
Family Relationships
Mr. Bowden is the father of the Company’s
Chief Executive Officer and member of board of directors, Andrew Bowden.
Related Party Transactions
Mr. Bowden is co-founder of Viridis Group,
dba Bowden Investment Group, a strategic partner of the Company. On September 13, 2018, the Company entered into a Loan and Revenue
Participation Agreement and Promissory Note with Viridis. A full discussion of all related party transactions can be found in the
Form 10 filed with the SEC on June 27, 2019, incorporated by reference herein.