Techlott Inc. (LOTT): Chair Eldar Grady reason not stated

Events in this filing

Item 5.02 as filed

Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
(b)
Resignation of Eldar Grady. On the Effective Date, Eldar Grady resigned as a director, Chairman of the Board and Executive Chairman
of the Company, and from all other offices with the Company and its subsidiaries, under the Grady Agreement described in Item 1.01. Mr.
Grady’s resignation was not the result of any disagreement with the Company on any matter relating to its operations, policies
or practices.
(d)
Appointment of Ron Mekler as a director. On the Effective Date the Board appointed Ron Mekler, the Company’s Chief Financial
Officer, as a director to fill the vacancy created by Mr. Grady’s resignation, to serve until the next annual meeting of stockholders
or until his successor is elected and qualified. Mr. Mekler was not appointed under any arrangement or understanding with any other person,
and has not been appointed to any committee of the Board; the Board has no standing committees. Mr. Mekler, age 53, has served as the
Company’s Chief Financial Officer since August 12, 2025. Transactions between Mr. Mekler and the Company of the kind described
in Item 404(a) of Regulation S-K are: his consulting agreement with the Company, under which he receives a monthly fee of US$10,000 and
serves as Chief Financial Officer, Secretary and Treasurer; the grant to him by the Board on August 12, 2026, under his consulting agreement,
of fully vested options to purchase 15,000,000 shares of common stock at US$0.0001 per share; and his subscription agreement dated December
28, 2025, under which he purchased, for US$225,000, 12,500,000 shares of common stock and a warrant expiring December 28, 2028 for 12,500,000
shares at US$0.022 per share, and which gives him anti-dilution rights.