Solbright Group, Inc. (Company) entered into an agreement and plan of merger and reorganization with Iota Networks, LLC. On September 5, 2018, at the effective time of the merger, Terrence DeFranco resigned from his position as Chief Executive Officer of the company and, in connection with such resignation, relinquished his role as principal executive officer of the company for SEC reporting purposes. Mr. DeFranco remained in the roles of President, Chief Financial Officer, Secretary and Treasurer of the company and, as such, continued in the roles of principal financial officer and principal accounting officer of the company for SEC reporting purposes.

On September 5, 2018, the company increased the number of directors constituting its Board from one to two. Upon consummation of the merger, Barclay Knapp was appointed as member of the Board, to fill the vacancy created by the increase in the authorized number of directors. In addition, at the effective time of the merger, and upon effectiveness of Mr. DeFranco's resignation as Chief Executive Officer, Barclay Knapp was appointed as Chief Executive Officer of the company, to serve in such office at the pleasure of the Board, and until his successor has been appointed by the Board.

In connection with his appointment as Chief Executive Officer of the company, Barclay Knapp was designated as the company's Principal Executive Officer for SEC reporting purposes. Barclay Knapp has been a successful telecommunications industry executive for over 35 years. Mr. Knapp co-founded M2M Spectrum Networks and has been its CEO since September 2013.

Mr. Knapp also recently served as the Chairman and Chief Executive Officer of ProCapital Group, LLC from April 2004 through May 2015, and as a Board Member and interim Chief Executive Officer of Preferred Communications Systems, Inc. from January 2013 to January 2015. Mr. Knapp was appointed to the Board because of his wealth of experience and demonstrated successes in developing, nurturing, and leading pioneering, high-growth telecommunications enterprises over the last 35 years.