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

On January 14, 2021, Julie-Myers Wood was appointed as a Director of Fact, Inc. (the "Company").

Ms. Wood is 51 years old. Ms. Wood has been the president of Guidepost Solutions, LLC ("Guidepost") since 2014. Guidepost is a global team of investigators, experienced security and technology consultants, and compliance and monitoring experts. Ms. Wood co-founded Immigration and Custom Solutions, LLC in 2008 and served as the president until 2012. Prior to that, Ms. Wood worked for the U.S. Department of Homeland Security as an Assistant Secretary of Homeland Security from 2006 to 2008. Ms. Wood worked in the White House as a special assistant to the President of the United States from 2004 to 2005. From 2003 to 2004, Ms. Wood worked for the U.S. Department of Commerce as an Assistant Secretary for the Bureau of Industry and Security. Ms. Wood has a J.D. from Cornell Law School and a B.A. from Baylor University.

In connection with her appointment to the Board of Directors, Ms. Wood shall receive 250,000 stock options to purchase the Company's common stock, par value $0.001 at a price of $2.00 per share. Additionally, Ms. Wood will receive renumeration of $20,000 per annum, paid quarterly.

Item 7.01 Regulation FD Disclosure

On January 14, 2021, the Company issued a press release announcing the addition of Julie-Myers Wood to the Board of Directors. A copy of the press release is attached hereto and incorporated by reference in its entirety as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits





(d) Exhibits.



Exhibit Number   Description
99.1               Press Release, dated January 14, 2021

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