Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
On August 11, 2020, Ms. Limor Mamon, a director of the Company and the Company's
Chief Financial Officer, resigned from the Board of Directors and from her
position as CFO of the Company. Ms. Mamon's resignation was due to disagreement
with the Company regarding the scope of her duties as CFO. The basis for the
Company's determination that Ms. Mamon resigned is the following email that Ms.
Mamon sent to the Company on August 11 (translated from the Hebrew):
"I received your message in astonishment and I strongly reject all of your
claims contained therein outright.
I hereby inform you my resignation from my position as a director of the company
and my role as its CFO.
This statement does not derogate from my claims regarding the conduct of the
Company and the board of directors towards me and in general.
The termination of my service and position as aforesaid also includes the
termination of my handling, as of today, 8/11/2020, the preparation of the Q1
and Q2 financial reports for 2020, which must be submitted by 8/15/2020."
Ms. Mamon contends, however, that the Company terminated her from her position
as CFO on August 10, 2020. The basis for Ms. Mamon's contention that she was
fired is the following email that Alon Elbaz, the Company's CEO, sent to Ms.
Mamon on August 10 (translated form the Hebrew):
"Your disregard for my inquiries, and your refusal to contact other employees in
the organization, prevents us from evaluating and supervising our activities in
the United States, and you must understand that you are not a lone wolf, nor the
sole owner, and you are not cooperating at all. Please schedule a meeting with
the Company's legal counsel and me to work out the cessation of your activity in
the US and with me and with us in general."
Ms. Mamon further contends that she had no choice but to resign from the Board
of Directors due to the fact that the Company terminated her access to her
company email account.
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