Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On November 21, 2022, Hawks Acquisition Corp (the "Company") entered into a
retention bonus agreement (the "Retention Agreement") with Lois Mannon, the
Chief Financial Officer of the Company, granting a retention incentive award of
$150,000 (the "Retention Bonus") to Ms. Mannon, subject to the terms and
conditions of the Retention Agreement. Per the terms of the Retention Agreement,
Ms. Mannon will be eligible to receive the Retention Bonus if she remains
continuously engaged with the Company through the fiscal year ending December
31, 2022 or upon the completion of the Company's Annual Report on Form 10-K for
the fiscal year ending December 31, 2022 (the "Form 10-K"), whichever date is
later. The Retention Bonus is subject to a clawback if Ms. Mannon resigns prior
to the later of (i) the Company's consummation of an initial business
combination or (ii) the redemption of 100% of the public shares at the end of
the Completion Window (as defined in the Company's Amended and Restated
Certificate of Incorporation).
The foregoing description of the terms of the Retention Agreement is qualified
in its entirety by the terms of the Retention Agreement, a copy of which is
attached as exhibit 10.1 to this Current Report on Form 8-K and is incorporated
herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit Description
10.1 Retention Agreement, dated as of November 21, 2022, by and between
Hawks Acquisition Corp and Lois Mannon.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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HAWKS ACQUISITION CORP 
