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


            Appointment of Certain Officers; Compensatory Arrangements of Certain
            Officers.

(e) On September 22, 2020, the Board of Directors of XpresSpa Group, Inc., a Delaware corporation (the "Company"), approved the XpresTest, Inc. 2020 Equity Incentive Plan (the "Subsidiary Plan"), under which equity awards may be made in respect of 200 shares (the "Subsidiary Plan Shares") of authorized but unissued common stock, par value $0.01 per share, of XpresTest, Inc., a Delaware corporation and majority-owned subsidiary of the Company ("XpresTest"). Assuming all of the Subsidiary Plan Shares were issued, such shares would represent 20% of the total number of shares of common stock of XpresTest issued and outstanding as of September 22, 2020.

The Subsidiary Plan is designed to provide XpresTest with the ability to attract and retain the types of officers, employees, directors, consultants and advisors who will contribute to XpresTest's long-range success. Under the Subsidiary Plan, awards may be granted in the form of (a) incentive stock options, (b) non-qualified stock options, (c) stock appreciation rights, (d) restricted awards, (e) performance stock awards, (f) cash awards, and (g) other equity-based awards. Certain named executive officers and directors of the Company are eligible to participate in the Subsidiary Plan. As of the date of this Current Report on Form 8-K, no awards under the Subsidiary Plan have been granted to such named executive officers or directors.

The foregoing description of the Subsidiary Plan does not purport to be complete and is subject to, and qualified in its entirety by, the document attached as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits






 (d) Exhibits




 Exhibit No. Description

10.1 XpresTest, Inc. 2020 Equity Incentive Plan

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