Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.



(e) Ainos, Inc. (the "Company") reports that its 2021 Stock Incentive Plan (the "Incentive Plan") and its 2021 Employee Stock Purchase Plan (the "ESPP" and together with the Incentive Plan, the "Plans") became effective as of June 20, 2022 following approval by the Company's shareholders. The Board of Directors of the Company (the "Board") approved the Plans unanimously on October 6, 2021. On May 16, 2022, the holders of 106,487,552 shares of issued and outstanding common stock of the Company, which constitute approximately 73.76% of the voting power of the Company, approved by written consent the Plans in lieu of a meeting of shareholders.

The Incentive Plan seeks to attract and retain key personnel, and to strengthen the commitment of the Company's directors, officers, employees, consultants and advisors by making available equity interests in the Company or compensation measured by reference to the value of Company's common stock. The Incentive Plan provides for the issuance of up to 20,000,000 shares of the Company's common stock ("Common Shares") pursuant to equity awards, including options, stock appreciation rights and restricted stock units.

The ESPP provides eligible employees (as such term is defined in the ESPP) with an opportunity to purchase Common Shares at a discount through voluntary contributions and is intended to qualify as an employee stock purchase plan under Section 423 of the U.S. Internal Revenue Code of 1986, as amended. A total of 750,000 Common Shares have made available for issuance under the ESPP.

A more detailed description of the Incentive Plan was set forth in the Company's Information Statement on Schedule 14C filed with the Securities and Exchange Commission on June 1, 2022 under the heading "The 2021 Stock Incentive Plan" and is incorporated herein by reference. A more detailed description of the ESPP was set forth in the Company's Information Statement on Schedule 14C filed with the Securities and Exchange Commission on June 1, 2022 under the heading "The 2021 Employee Stock Purchase Plan" and is incorporated herein by reference.

The foregoing summaries of the Plans are not intended to be complete and are qualified in their entirety by reference to the full text of the Plans, copies of which are attached hereto as Exhibits 10.1 and 10.2, respectively, and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

10.1 Ainos, Inc. 2021 Stock Incentive Plan

10.2 Ainos, Inc. 2021 Employee Stock Purchase Plan 104 Cover Page Interactive Data File (embedded within the Inline XBRL


            document)

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