Management Change/Compensation Form 8 K

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

On October 24, 2024, Dr. Joseph Sinkule, the Company's Chief Executive Officer, entered into a new three-year employment agreement with the Company.

Pursuant to the Employment Agreement, Dr. Sinkule will receive an annual base salary of $360,000, and will receive an equity award of 1,000,000 options pursuant to the Company's 2023 Incentive Plan. The options are valid for a period of three (3) years and have an exercise price equal to the closing price of the Company's common stock on October 24, 2024. In addition, Dr. Sinkule will be eligible to participate in the Company's annual bonus program for executives.

There are no family relationships between Dr. Sinkule and any other executive officer or director of the Company, and there are no arrangements or understandings between Dr. Sinkule and any other person pursuant to which she was appointed as an officer of the Company. Dr. Sinkule is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K.