Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Chief Financial Officer Resignation
On April 15, 2021, Charles F. Cargile, Chief Financial Officer of Tattooed Chef,
Inc., a Delaware corporation (the "Company"), resigned from such position
effective immediately (the "Resignation Date"). Mr. Cargile's resignation is not
the result of any disagreement with the Company on any matter relating to the
Company's operations, policies, or procedures.
In connection with Mr. Cargile's resignation, the Company entered into a
Separation Agreement with Mr. Cargile (the "Separation Agreement") on the
Resignation Date. The following description of the Separation Agreement does not
purport to be complete and is qualified in its entirety by reference to the
Separation Agreement, a copy of which is filed as Exhibit 10.1 to this Current
Report on Form 8-K and is incorporated herein by reference.
• Mr. Cargile's last day of employment with the Company was the Resignation
Date, but the Company has agreed to pay Mr. Cargile's wages through April
• Although none of the 300,000 shares of restricted stock granted to Mr.
Cargile have vested, the Company caused a total of 10,000 of shares to
vest immediately upon Mr. Cargile's execution of the Separation Agreement.
• Mr. Cargile released the Company and its affiliates from claims that he
may have in connection with his employment with the Company or any of its
affiliates as of the date of the Resignation Date.
• The Separation Agreement also contains a covenant by Mr. Cargile regarding
return of certain information.
Other than what is provided for in the Separation Agreement (including payment
of wages through April 30, 2021), Mr. Cargile will not be entitled to any other
compensation, payments or benefits from the Company or affiliates in connection
with his resignation.
Chief Financial Officer Appointment
On April 15, 2021, the Company appointed Stephanie Dieckmann as Chief Financial
Officer of the Company, effective immediately. In connection with her
appointment, Ms. Dieckmann will act as the principal financial officer of the
Ms. Dieckmann, age 42, currently serves as the Company's Chief Operating Officer
and Secretary and previously served as Myjojo, Inc.'s (the Company's accounting
predecessor) Chief Financial Officer from 2017 to 2020. She has over 12 years of
combined food industry experience overseeing accounting, business support,
financial planning and analysis, treasury, real estate and tax functions. As
COO, Ms. Dieckmann is primarily responsible for all operations in the U.S. and
has spearheaded the Company's growth from approximately $32.5 million in sales
in 2017 to approximately $148.5 million in 2020. Prior to joining the Company,
Ms. Dieckmann was CFO at APPA Fine Foods, a private label food manufacturer of
fresh ready to eat, frozen meals, and grilled chicken products, where she worked
for over seven years. She also held a financial controller position with The
Perfect Bite Co., a gourmet frozen appetizer company.
There is no arrangement or understanding between Ms. Dieckmann and any other
person pursuant to which Ms. Dieckmann was appointed to this position with the
Company. There is no family relationship between Ms. Dieckmann and any director
or executive officer of the Company. There are no transactions in which Ms.
Dieckmann has an interest requiring disclosure under Item 404(a) of Regulation
Item 9.01 Financial Statements and Exhibits.
EXHIBIT NUMBER DESCRIPTION
10.1 Separation Agreement
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