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

On January 7, 2020, Diane Generous informed the Board of her decision to resign from her position on the Company's Board of Directors. Mrs. Generous provided the Company with her resignation in writing and her letter did not contain any statements describing disagreements with the Company related to its operations, policies or practices, not did any such disagreement lead to her resignation. Mrs. Generous has served on the Board of Directors since December 2014. She has served as the Chairman of the Nominating Committee and as a member of the Audit and Compensation Committees.

The remaining members of the Board of Directors, (Chairman Chaim Davis, Jean Neff, Peter Jerome and Company Chief Executive Officer/Principal Financial Officer Melissa Waterhouse) are considering whether to fill the vacant board seat (whose term is set to expire in June 2020) or to fix the number of board seats to four (4) as allowed under the Company's Amended and Restated Bylaws by a majority of the Board of Directors.

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