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

(b) Departure of Principal Accounting Officer

On February 3, 2023, Ankit Varia, the Company's Chief Accounting Officer and Principal Accounting Officer, announced his resignation from his role at Cantaloupe, Inc. (the "Company") and its subsidiaries, effective February 10, 2023, in order to pursue other opportunities. Scott Stewart, the Company's Chief Financial Officer, will perform the functions of the Company's Principal Accounting Officer from the date of Mr. Varia's resignation until a successor is appointed. Mr. Stewart will continue to serve as the Company's Chief Financial Officer.

Information regarding Mr. Stewart's age, background, and experience is incorporated by reference to the Company's Definitive Proxy Statement filed on October 28, 2022. Mr. Stewart will not receive any additional compensation for performing the functions of Principal Accounting Officer, and no changes have been made to any plans or arrangements in which Mr. Stewart participates as a result of this appointment. There are no family relationships between Mr. Stewart and any director or executive officer. Additionally, there have been no transactions involving Mr. Stewart that would require disclosure under Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits



Exhibit Number    Ex. Description
104               Cover Page Interactive Data File (embedded within the Inline XBRL document)

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