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

On January 9, 2023, Atlas Financial Holdings, Inc. (the "Company") granted an aggregate of 2,000,000 options ("Options") with an exercise price of $0.05 per common share of the Company to directors and managers, including each of Scott Wollney, Paul Romano and Joseph Shugrue, the Company's Chief Executive Officer, Chief Financial Officer and Chief Operating Officer, respectively (each such individual, a "Named Executive"). This exercise price is greater than the ten-day value weighted average price of the Company's common shares on the date of the grant as quoted on the OTC Bulletin Board Service. The Options were granted pursuant to the Company's 2022 Equity Incentive Plan (the "Plan") as previously approved by shareholders, and the description set forth herein is qualified in its entirety by the terms of such Plan.



The individual Option grant for each Named Executive is as follows:
Executive     Option Grant Amount
Mr. Wollney   260,000 Shares
Mr. Romano    220,000 Shares
Mr. Shugrue   220,000 Shares

In addition to the named officers, an aggregate of 100,000 Options were granted to independent directors and an aggregate of 1,200,000 Options were granted to management employees other than the Named Executives above. The Options shall vest in four equal installments, with incremental 25% portions of the total grant becoming exercisable on each six month anniversary following the date of the Grant resulting in Options being fully vested twenty-four months following the date of the Grant. The Options will expire on the seventh anniversary of the date of the grant. Should a director or employee's service with the Company be terminated other than for cause or voluntary resignation, any unvested Options will immediately vest. The effect of a Change of Control (as defined in the Plan) shall be as set forth in the Plan.

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