On October 28, 2021, Bespoke Extracts, Inc. (the Company) entered into a stock purchase agreement (the Purchase Agreement) with Danil Pollack (the Company?s chief executive officer) (the Seller), and Infinity Management, LLC, a Delaware limited liability company (the Buyer). Pursuant to the Purchase Agreement, the Seller agreed to sell to the Buyer, and the Buyer agreed to purchase from the Seller, 50,000,000 shares of the common stock of the Company and one share of?Series C preferred stock of the Company (the Preferred Stock) for cash consideration of $40,000, as well as other consideration specified below (the Transaction). The Preferred Stock the Buyer will acquire represents 51% of the voting power of the Company?s capital stock, and therefore the Transaction will result in a change-in-control of the Company. At the closing of the Transaction, Mr. Michael Feinsod will assume the positions of and chairman of the board of directors of the Company. Mr. Feinsod?is the managing member of Infinity Capital, LLC, an investment management company he founded in 1999. Mr.?Feinsod was executive chairman of the board of General Cannabis from August 2014 through July 2020, and was a director of The Kingstone Companies, Inc. from 2008 through June?2015. In addition to Mr. Feinsod, at the closing of the Transaction, Mr. Hunter Garth will be appointed as a director, as well as chief strategy officer of the Company. Mr. Garth most recently was the vice president of corporate development for General Cannabis Corporation from January 2019 to July 2020. In connection with the foregoing, effective at the closing of the Transaction, the Danil Pollack (Seller) will resign as president of the Company, as well as a member of the Board.