Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers

On March 20, 2023, the Board of Directors of Tego Cyber Inc. (the "Company") accepted the resignation of Mr. Chris White as Chief Information Security Officer ("CISO"), effective March 1, 2023. Mr. White will remain serving as a member of the Board of Directors of the Company.

In connection with Mr. White's resignation as CISO, the Company and Mr. White have entered into a Separation Agreement and Release (the "Separation Agreement"), dated as of March 20, 2023, pursuant to which the Company and Mr. White have agreed upon certain terms related to his separation. Mr. White has agreed to accept a lump sum payment of 100,000 restricted common shares of the Company stock in lieu of all and any amounts owing including (if applicable) backpay, vacation pay and severance andhe has also agreed to forfeit any right to exercise any portion of the non-qualified stock options granted to him subject to the terms of the Company's 2021 Equity Compensation Plan. Mr. White has also agreed to forfeit any right to exercise any portion of the performance stock units granted to him subject to the terms of the Company's 2021 Equity Compensation Plan.

The foregoing description of the Separation Agreement is not complete and is qualified in its entirety by reference to the full text of the Separation Agreement, which is filed as Exhibit 10.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.



Exhibit    Description

  10.1       Separation Agreement and Release between Tego Cyber Inc. and Chris
           White dated March 20, 2023





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