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

(e) In connection with the removal of Allan Grafman as Chief Executive Officer of IDW Media Holdings, Inc. (the "Company"), as previously disclosed in a Current Report on Form 8-K filed on April 27, 2023 (the "Prior 8-K"), the Company and Mr. Grafman entered into a Separation and General Release Agreement, dated May 10, 2023 (the "Grafman Separation Agreement"), which provides, among other things, that the Company shall pay Mr. Grafman $300,000, of which $75,000 will be paid within seven (7) days following the effective date of the Grafman Separation Agreement, and the remaining $225,000 will be paid in fourteen (14) bi-weekly installments in accordance with the Company's regular payroll schedule. In addition, Mr. Grafman's previously granted option to purchase 26,399 shares of the Company's Class B common stock, par value $0.01 per share, shall immediately vest and become exercisable at a price of $1.77 per share, and all other unvested options shall terminate.

The foregoing summary of the Grafman Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the Grafman Separation Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.

In connection with the removal of Brooke Feinstein as Chief Financial Officer of the Company, as previously disclosed in the Prior 8-K, the Company and Ms. Feinstein entered into a Separation and General Release Agreement, dated May 9, 2023 (the "Feinstein Separation Agreement"), which provides, among other things, that the Company shall pay Ms. Feinstein $96,765.68 in ten (10) substantially equal bi-weekly installments in accordance with the Company's regular payroll schedule.

The foregoing summary of the Feinstein Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the Feinstein Separation Agreement, a copy of which is filed as Exhibit 10.2 hereto and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.



Exhibit No.   Document
10.1            Separation and General Release Agreement, dated May 10, 2023, between
              the Company and Allan Grafman.
10.2            Separation and General Release Agreement, dated May 9, 2023, between
              the Company and Brooke Feinstein
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)




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