Management Change/Compensation Form 8 K

Item 5.02 Compensatory Arrangements of Certain Officers

On July 29, 2024, the Board granted options to our Chief Executive Officer and President, Tom J. Berman and our Chief Financial Officer, Leandro Vera. Mr. Berman was granted 250,000 options that vested on date of grant, 250,000 that will vest on December 31, 2024, and up to an additional one million options that will only vest if the Board elects to use options to pay some or all of a profit bonus based on Company EBITDA that he may earn under his contract. These options will expire 5 years from date of vesting and are at an exercise price of $0.31 per share. Mr. Vera was granted 60,000 options, half vested on date of grant and the rest vesting ratably over the rest of 2024. All these options expire on December 31, 2029 and have an exercise price of $0.31 per share.