MINM Minim Inc (PK)

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

On February 28, 2022, the Company announced the appointment of Mehul Patel, 45, as its Chief Financial Officer, effective on or about March 21, 2022 (the “Effective Date”). In this role, Mr. Patel will lead the Company’s finance organization and assume the duties of the Company’s principal financial officer and principal accounting officer. Mr. Patel will replace Sean Doherty who is leaving the Company on or around March 31, 2022. On the Effective Date, Mr. Dustin Tacker, the Company’s Vice President and Corporate Controller, will cease serving as the Interim Chief Accounting Officer but will continue his duties as the Company’s Vice President and Corporate Controller.

There are no family relationships between Mr. Patel and any executive officer or director of the Company, there are no understandings or arrangements between Mr. Patel and any other person pursuant to which Mr. Patel was appointed as Chief Financial Officer and Mr. Patel has no transactions reportable under Item 404(a) of Regulation S-K.

Mehul Patel is an accomplished, highly motivated global business leader with an exceptional record of building competitive and profitable businesses through strong financial management. He has diverse experience in strategic financial planning and reporting, profit and loss management, business development, supply chain management and operations. Currently, Patel serves as Vice President, Supply Chain Finance & Transformation, for Verifone, a FinTech company that provides payment and commerce solutions to global retail brands, major financial institutions and over 600,000 merchants. At Verifone, he has led an international team and four major contract manufacturer factories to achieve material supply chain cost control during the pandemic. Prior to joining Verifone, Patel held the position of Finance Director for the Telecom Consumer Premise Equipment business unit at Motorola, where he was responsible for P&L and financial operations for over a billion dollars in revenue worldwide. During his 18 years at Motorola, he was a part of six acquisitions and saw the company’s name change from Motorola Home to Motorola Mobility, a Google Company, to ARRIS and in 2019 to CommScope. Patel earned a Bachelor of Science (BS) degree in accounting with a concentration in management information systems (MIS) from The Pennsylvania State University.

Pursuant to the offer letter, Mr. Patel’s starting annualized annual base salary will be $300,000 and he will be eligible for an annual incentive bonus of 25% of his annual base salary based on work product and attainment of specific goals as reflected by overall Company financial performance (“Variable Compensation”), each of which is reviewed and set on an annual basis by the Compensation Committee of the Company’s Board of Directors (the “Compensation Committee”). Mr. Patel will, on or around the Effective Date and subject to approval by the Compensation Committee, be granted $100,000 in restricted stock units (“New Hire RSU’s”) and a $12,000 cash signing bonus. Mr. Patel will also be eligible to receive annual grants of restricted stock units, such future grants to be reviewed and set on an annual basis by the Compensation Committee. Mr. Patel will also be eligible to participate in other benefit plans consistent with other executives of a similar level. The New Hire RSU’s will vest as follows: One-fourth (1/4) of the New Hire RSU’s will be deemed to be Vested Units pursuant to the Company’s Omnibus Incentive Compensation Plan (the “Incentive Plan”) on the first anniversary of the date of grant and one-sixteenth (1/16) of the New Hire RSU’s will become Vested Units on each quarterly anniversary of the grant date thereafter. Both the New Hire RSU’s and any future RSU grant approved by the Compensation Committee are subject to Mr. Patel’s continued employment with the Company and will be subject to the terms of the Company’s Incentive Plan. It is anticipated that Mr. Patel will enter into a standard executive employment agreement and standard executive severance agreement on or around the Effective Date. The Company will make a subsequent filing following such time that the agreements are executed.