Item 5.02 Departure of Director or Certain Officers; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers
On June 15, 2021, Michael Kraft resigned as The Coretec Group, Inc.'s (the
"Company") Chief Executive Officer, effective immediately, in order to allow
Matthew J. Kappers to take over in his place as the Company's Chief Executive
Officer. Mr. Kraft's resignation was not a result of any dispute with the
Company. Mr. Kraft will assume the role of President of the Company, effective
June 15, 2021.
On June 15, 2021, the Board of Directors of the Company appointed Matthew J.
Kappers as a member of the Board of Directors (the "Board") of the Company, and
as the Company's Chief Executive Officer, effective immediately.
Mr. Kappers, age 56, was appointed as Chief Executive Officer and as member of
the Board on June 15, 2021. Prior to joining the Company, Mr. Kappers was a
Managing Director at Concordia Financial Group, an investment bank and
consulting firm since 2011. He has experience in completing mergers and
acquisitions, as well as post acquisition operations. Prior to Concordia
Financial Group, he was in the corporate development group for two multi-billion
dollar NYSE companies (Republic Services, Inc. and Loewen Group International,
Inc.). In addition to his M&A background, he has been the COO and CFO for
several small to medium-sized privately held companies. Mr. Kappers has served
on several boards including AmpliTech Group, Inc. (NASDAQ: AMPG); Court
Solutions, Inc., a division of I3 Verticals (NASDAQ: IIIV); and Freedom Baseball
Club, a minor league baseball team. Mr. Kappers earned a B.A. degree from
Vanderbilt University and a M.B.A. degree from Miami University. Mr. Kappers'
financial and operations knowledge and experience qualifies him to serve on our
board of directors.
In connection with Mr. Kappers appointment, the Company entered into an
employment agreement (the "Employment Agreement") with Mr. Kappers, pursuant to
which Mr. Kappers will receive a monthly salary of $12,500 for his services as
Chief Executive Officer.
In connection with Mr. Kappers appointment, on June 18, 2021, the Company also
issued Mr. Kappers options to purchase 5,000,000 shares of the Company's common
stock, par value $0.0002 per share (the "Common Stock") at an exercise price of
$.1211 per share. The options vest equally, in monthly increments, over a six
(6) month period beginning June 18, 2021.
The foregoing description of the Employment Agreement does not purport to be
complete and is subject to, and qualified in its entirety by reference to
Exhibit 10.1 filed herewith, which exhibit is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure
On June 21, 2021, the Company issued a press release announcing the appointment
of Mr. Kappers. A copy of this press release is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
10.1 Employment Agreement dated as of
June 15, 2021, by and between the
Company and Mr. Kappers.
99.1 Press Release dated June 21,
2021.
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