Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

RESOLUTION OF OFFICER AND DIRECTOR MATTERS

The Company previously disclosed a dispute with A. David Youssefyeh regarding his service as a director and officer that involved litigation. These actions were dismissed or withdrawn as part of a settlement with Mr. Youssefyeh, effective August 17, 2022, by which the parties confirmed his removal and provided mutual releases. Separately, Mr. Youssefyeh entered into private transactions that transferred all of his share ownership in the Company and in Texas Endo Hemp Farmers, Inc., which owns the majority voting shares of the Company, to third-parties unaffiliated with the Company. The Company acknowledged these private transactions but paid no monetary consideration to Mr. Youssefyeh or any other person in connection with the transactions. The Company and Mr. Youssefyeh both wish each other success in their future endeavors.

Mr. Youssefyeh and the Company have reached a settlement and dismissed their mutual lawsuits and they both wish each other success in their future endeavors.






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