Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 1, 2021, the Board of Directors (the "Board") of Kyto Technology and
Life Science, Inc. (the "Company") approved the Employment Agreement between the
Company and Paul Russo, the chief executive officer of the Company (the
"Employment Agreement"). By agreement of the parties, the Employment
Agreement is effective as of January 1, 2021. Pursuant to the Employment
Agreement, Paul Russo will perform the duties and responsibility that are
commensurate with the position of chief executive officer, reporting directly to
the Board.
Pursuant to the Employment Agreement, Paul Russo will receive a base salary of
$400,000 per year, 40% of which will be deferred until the Company's common
stock begins trading on the NASDAQ stock market. Paul Russo is entitled to an
annual discretionary performance bonus targeted at 50% of his base salary at the
discretion of the Board. Paul Russo will also receive a grant of options to
purchase 800,000 shares of the Company's common stock.
The Company has the right to terminate Paul Russo's employment at any time. In
the event of termination without cause, Paul Russo is entitled to receive six
months of his annual base salary and the cost of six months of his life
insurance policy.
The description of the Employment Agreement contained herein does not purport to
be complete and is qualified in its entirety by reference to the full text of
the Employment Agreement, which is filed as Exhibit 10.1 hereto, and is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit Description
10.1 Employment Agreement between Kyto Technology and Life Science, Inc. and
Paul Russo, dated February 1, 2021
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