Item 1.01 Entry into a Material Definitive Agreement.
On January 20, 2021, Jupiter Wellness, Inc. (the "Company") and Ms. Nancy Torres
Kaufman entered into an independent director's agreement, pursuant to which Ms.
Kaufman shall serve as a director and member of the audit committee of the
Company (the "Kaufman Agreement"). Pursuant to the Kaufman Agreement, the
Company shall pay to Ms. Kaufman as director's fee of $20,000 per annum.
Additionally, the Company shall issue to Ms. Kaufman an option to purchase
20,000 shares of Company common stock on the Kaufman Execution Date and for each
additional year she serves as a director (the "Kaufman Options"). The Kaufman
Options shall have a three (3) year term, an exercise price equal to the current
market price of the Company's common stock on the date of issuance, and shall be
issued on each anniversary date of her election.
The foregoing description of the Kaufman Agreement is only a summary and is
qualified in its entirety by reference to the full text of the Kaufman Agreement
attached as Exhibit 10.1 hereto.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The information set forth in Item 1.01 is incorporated by reference herein.
On January 20, 2021, the Board of Directors (the "Board") of the Company
appointed Ms. Nancy Torres Kaufman as a director of the Company and member of
the Board's audit committee.
Ms. Kaufman is the Chairman and CEO of Beacon Capital LLC, a New York family
office, recently relocated to Jupiter, Florida. Ms. Kaufman officially founded
Beacon Capital as her family office and investment platform in 2010 with a focus
on investing in life sciences businesses globally. In 2003, Nancy started a
mortgage correspondent lending company called Wall St. Mortgage, a first and
second lien corresponding lender and brokerage company which book and operations
she sold to Countrywide in 2006. In 2004, she joined the investment banking
boutique Violy & Co and focused increasingly on her first passion, life
sciences. Nancy is a Cuban born and raised entrepreneur focused on bringing
venture impact philanthropy into the life science and healthcare space. She left
Cuba 1994 for the US unaccompanied as a 14-years old. In 1999, Nancy was awarded
a full academic scholarship to the College of St. Elizabeth, consisting of an
accelerated medical program with UMDNJ for a Bachelor of Science Major in
Biology with a Chemistry minor. Nancy also entered the Women's Leadership
Program at Yale School of Management in 2020.
There are no family relationships between Ms. Torres Kaufman and any director or
executive officer of the Company.
Item 7.01 Regulation FD Disclosure
On January 26, 2020, the Company issued the attached press release. A copy of
the press release is attached hereto and incorporated herein by reference in its
entirety as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
Exhibits
Exhibit No. Description
10.1 Independent Director's Agreement, dated January 20, 2021
99 Press Release, dated January 26, 2021
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