Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
Board of Directors
On September 16, 2022, the Board of Directors (the "Board") of Mullen Automotive
Inc. (the "Company") appointed John K. Anderson as a Class III director and as a
member of the Audit Committee and the Compensation Committee of the Board,
effective as of September 19, 2022 (the "Effective Date"). On the same date and
effective as of the Effective Date, Jonathan New provided notice of his
resignation as a director of the Company. Mr. New was a member of the
Compensation Committee and chair of the Audit Committee. As of the Effective
Date, the members of the Compensation Committee are Kent Puckett, chair, Mark
Betor and John K. Anderson, and the members of the Audit Committee are Kent
Puckett, chair, Mark Betor and John K. Anderson.
Mr. Anderson, 68, has owned and operated various businesses since 1972,
concentrating on real estate investment and management, primarily of
multi-family residential units along with commercial sales and leases, in
California, Utah and Wyoming, since 1980. From 1986 to 1996, Mr. Anderson was a
partner in a large real estate company with over 300 sales agents and an escrow
company, loan company and other real estate services. Since 2013, he has been a
director and officer of Eminence Escrow, Inc. and, since 2015, he has owned and
operated DNJ Investments, Inc., both of which provide escrow services. We
believe that Mr. Anderson is qualified to serve as a director because of his
extensive and in-depth experience in operating and growing businesses.
As a director, Mr. Anderson will receive the same compensation for non-employee
directors as described in the Company's Annual Report on Form 10-K for the
fiscal year ended September 30, 2021. There are no arrangements or
understandings between Mr. Anderson and any other person pursuant to which he
was appointed to serve on the Board. Mr. Anderson does not have a direct or
indirect material interest in any "related party" transaction required to be
disclosed pursuant to Item 404(a) of Regulation S-K. There are no family
relationships between Mr. Anderson and any director or executive officer of the
Company.
Chief Financial Officer and Chief Accounting Officer
On September 16, 2022, the Board appointed Jonathan New as Chief Financial
Officer of the Company and Kerri Sadler's position was changed from Chief
Financial Officer to Chief Accounting Officer, all effective as of September 19,
2022.
Jonathan New, 62, served as a director of the Company since November 2021 until
September 19, 2022. From January 2020 until September 2022, he served as the
Chief Financial Officer of Motorsport Games, Inc. (NASDAQ: MSGM), a racing game
developer, publisher and esports ecosystem provider of official motorsport
racing series throughout the world. Previously, from July 2018 to January 2020,
Mr. New was Chief Financial Officer of Blink Charging Co (NASDAQ: BLNK), an
owner, operator and provider of electric vehicle charging equipment and
networked electric vehicle charging services, and, from 2008 to July 2018, he
was Chief Financial Officer of Net Element, Inc., a global technology and
value-added solutions group that supports electronic payments acceptance in a
multi-channel environment. Mr. New is an experienced, driven and creative chief
financial officer with over 30 years of corporate finance and accounting
experience. He has a career of leading rapidly growing businesses through levels
of increasing success. Mr. New is a Florida Certified Public Accountant and a
member of the American Institute of Certified Public Accountants. Mr. Anderson
does not have a direct or indirect material interest in any "related party"
transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
There are no family relationships between Mr. Anderson and any director or
executive officer of the Company.
In connection with his appointment as Chief Financial Officer, the Company and
Jonathan New entered into an offer letter. Mr. Anderson will be paid an annual
salary of $425,000 and will receive on an annual basis an aggregate of 300,000
shares of common stock payable quarterly; on January 1, 2023, Mr. New will be
issued a prorated portion of 84,066 shares and thereafter he will receive 75,000
shares at the end of each calendar quarter.
Kerri Sadler, 57, served as Chief Financial Officer of the Company from
October 2021 to September 2022. Previously, she served as the internal
consultant and interim CFO of the Company while leading the finance and
accounting team through annual audits, financial reviews. Ms. Sadler has
domestic and international experience, which spans commercial and investment
banking, automotive, and trading/treasury activities. From 2016 to present, she
has worked with emerging growth companies in developing their finance and
accounting departments, the list of clients include Apollo Global Management,
Faraday Future, and Mullen Technologies. Within middle and senior manager roles,
Ms. Sadler has worked for KPMG Consulting, Credit Suisse, and Toyota Financial
Services. Her career began with the Federal Deposit Insurance Corporation (FDIC)
as a bank examiner/regulator. Ms. Sadler does not have a direct or indirect
material interest in any "related party" transaction required to be disclosed
pursuant to Item 404(a) of Regulation S-K. There are no family relationships
between Ms. Sadler and any director or executive officer of the Company.
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