Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.

On November 19, 2021, Thomas S. Harcum resigned from his positions as the Chief Marketing Officer and Chief Technology Officer of 1847 Goedeker Inc. (the "Company"). Mr. Harcum's resignation was not due to any disagreement with the Company on any matter relating to its operation, policies (including accounting or financial policies) or practices.

On November 16, 2021, the Company entered into a separation agreement and release (the "Separation Agreement") with Mr. Harcum providing for the separation of his employment with the Company effective as of November 19, 2021. Under the Separation Agreement, the Company agreed, subject to Mr. Harcum's compliance with each and every provision of the Separation Agreement, to pay Mr. Harcum a severance payment of $56,346.15, less applicable statutory deductions and authorized withholdings, on or before December 1, 2021. Mr. Harcum agreed that, for the six (6) month period immediately following the separation date, he will, upon request by the Company, cooperate and consult with the Company with respect to any inquiries or other matters involving the Company or its clients, including, without limitation, his past work and responsibilities at the Company, or pending or threatened transactions, litigation, administrative proceedings or arbitration. Mr. Harcum is not entitled to any additional compensation in connection with such consultation; provided that the Company will pay reasonable travel expenses for his appearance or attendance at any meetings or proceedings in connection with the foregoing. The Separation Agreement includes a customary release of claims by Mr. Harcum in favor of the Company and its affiliates, as well as customary confidentiality and non-disparagement provisions.

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

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits

Exhibit No.   Description of Exhibit
10.1            Separation Agreement and Release, dated November 16, 2021, between
              Thomas S. Harcum and 1847 Goedeker Inc.
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)




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