PUBC PureBase Corporation (PK)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective August 10, 2021, Dr. Kimberly Kurtis was appointed to serve on the Board of Directors of Purebase Corporation (the “Company”) as an independent member.

Dr. Kurtis, age 49, is an Associate Dean and a professor in the School of Civil and Environmental Engineering at Georgia Institute of Technology (“Georgia Tech”). Dr. Kurtis joined Georgia Tech’s faculty in January 1999. Dr. Kurtis has served as Georgie Tech’s ADVANCE Professor from 2012 to 2014, and she holds a courtesy appointment in the School of Materials Science and Engineering. Dr. Kurtis earned a BSE in Civil Engineering in 1994 from Tulane University under a Dean’s Honor Scholarship, and she received a M.S. in 1995 and PhD in 1998 in Civil Engineering from the University of California at Berkeley, where she was a Henry Hilp Fellow and a National Science Foundation Fellow. Dr. Kurtis’s research on the multi-scale structure and performance of cement-based materials has resulted in more than 200 technical publications and three U.S. patents.

Dr. Kurtis was selected as a director for, among other things, her expertise in the development of supplementary cementitious materials.

The Company entered into a twelve-month director agreement with Dr. Kurtis, effective August 13, 2021 (the “Agreement”), which will automatically renew unless Dr. Kurtis gives 30 days prior notice of her desire not to renew the Agreement. Pursuant to the Agreement, Dr. Kurtis will be paid $1,000 per month for serving as a director, which shall accrue as debt until the Company has its first cash flow positive month. At the completion of the term of the Agreement or if Dr. Kurtis has been removed or resigned, any accrued amount owed will be paid in shares of the Company’s common stock at the lower of $0.15 per share or the 20-day volume weighted average price from the date of termination or resignation.

On August 13, 2021, Dr. Kurtis was granted a five-year option to purchase 200,000 shares of the Company’s common stock at an exercise price of $0.36 per share pursuant to an option agreement with the Company (the “Option Agreement”). Shares subject to the option become exercisable one year from the date of grant.

There are no arrangements or understandings between Dr. Kurtis and any other person pursuant to which she was appointed as a director of the Company. There are no family relationships between Dr. Kurtis and any of the Company’s other officers or directors, or transactions since January 1, 2021, or any currently proposed transaction, in which the Company is a participant, the amount involved exceeds $120,000, and in which Dr. Kurtis had, or will have, a direct or indirect material interest, other than as described above.

The foregoing description of the Agreement and the Option Agreement is qualified in its entirety by reference to the full text of the Agreement and the Option Agreement, copies of which are attached hereto as Exhibit 10.15 and Exhibit 10.16, respectively, and are incorporated herein in their entirety by reference.