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

On February 4, 2021 Dr. Les Paull notified the Chairman of the Board of Directors of Quantum Materials Corp. (the "Company")by email correspondence of his decision to resign, effective immediately, from his position as a director of the Company.

Mr. Paull's stated his resignation was given due to a conflict of interest with his responsibilities as a Director of the Company and as the Managing Partner of QMVT, LLC. The Company respectfully disagrees with some of the assertions contained within his resignation email.

A copy of such email correspondence is filed herewith as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.





Exhibit   Description

99.1        Email dated February 4, 2021 received from Dr. Less Paull. (Filed
          herewith.)

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