Item 5.02. Election of Directors? Appointment of Certain Officers; Departure of
Directors or Certain Officers.
Effective December 8, 2022, Daniel Murillo and Tim Schenk (the "Incoming
Directors") have been appointed directors of the Company. The size of the Board
will be three following the departure of the Departing Directors (as defined
below) and appointment of the Incoming Directors. Mr. Clay Whitehead continues
to remain as a member of the Board.
In addition to being a director of the Company, Daniel Murillo will chair the
Company's Compensation Committee and Tim Schenk will chair the Company's Audit
Committee. Mr. Schenk will also act as the Non-Executive Chairperson of the
Company.
Set forth below is a summary of the business backgrounds of each of Messrs.
Murillo and Schenk.
On December 5, 2022, Patrick Pohlen, Dave Yarnold, Dee Dee Sklar, and Patricia
Nakache (the "Departing Directors") resigned as members of the Board of
Directors (the "Board") of Papaya Growth Opportunity Corp. I (the "Company")
effective December 8, 2022. The Departing Directors have also resigned from any
respective committees of the Board to which they belonged effective December 8,
2022.
The Departing Directors' resignations did not result from any disagreements with
the Company on any matter relating to its operations, policies, or practices.
Daniel Murillo has overseen investment and operating activities at AQP Capital,
including acquisitions, dispositions, capital raising, debt financing, property
rehabilitation and management since September 2015. His firm, AQP Capital, owns
and manages over 1,300 units across more than 120 properties in Southern
California with a special focus on workforce multifamily properties. Prior to
AQP Capital, Mr. Murillo served as CEO & Founder of Little Black Bag from
January 2011 to April 2014, as well as a Venture Capitalist at Greycroft
Partners from August 2008 to December 2010. Additionally, Mr. Murillo currently
serves on the Board of Directors of Soleil Academy, a Charter School in Lynwood,
CA, is a member of the Young Presidents Organization (YPO) Santa Monica Bay
chapter and is a member of the Tocqueville Society of the United Way of Greater
Los Angeles. Mr. Murillo has a BA in Computer Science, Magna Cum Laude, from
Amherst College and an MBA from the Stanford Graduate School of Business.
Tim Schenk is an investment management professional with over 20 years of
experience. Mr. Schenk founded Kuleana Capital Management LLC, where he acts as
President and Portfolio Manager, in February 2016. Prior to founding Kuleana
Capital Management, Mr. Schenk served as an investment professional at a number
of hedge funds, including Blue Ridge Capital from 2001 to 2006, White Elm
Capital from 2007 to 2010, Newbrook Capital Advisors from 2011-2013, and Elmrox
Investment Group from 2014-2016. Mr. Schenk graduated with distinction from the
McIntire School of Commerce at the University of Virginia and earned his MBA
from the Stanford Graduate School.
Committee Assignments
Prior to the resignations of the Departing Directors contemplated by this 8-K,
the Company's audit committee of the board of directors consisted of Dee Dee
Sklar, Patricia Nakache and Patrick Pohlen, each of whom was an independent
director. As a result of the resignation of the Departing Directors, the former
members of the audit committee were replaced by Daniel Murillo and Tim Schenk.
Mr. Schenk is the chairperson of the audit committee.
As a result of the resignations of the Departing Directors, Dave Yarnold and
Patrick Pohlen, the Company reconstituted the compensation committee of the
board of directors to consist of Daniel Murillo and Tim Schenk, each of whom is
an independent director. Mr. Murillo is the chairperson of the compensation
committee.
Related Party Transactions
Since February 1, 2022, the Company has paid Kuleana Capital Management, an
affiliated entity with Mr. Schenk, approximately $14,900 a month for certain
consulting services to the Company. Kuleana Capital Management has received a
total of $160,425.12 for its services. The consulting arrangement with Kuleana
Capital Management was terminated on December 7, 2022, upon Mr. Schenk's
appointment to the Board of Directors.
© Edgar Online, source Glimpses