UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 27, 2021
| Bespoke Extracts, Inc. |
| (Exact name of registrant as specified in its charter) |
| Nevada | 000-52759 | 20-4743354 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
323 Sunny Isles Boulevard, Suite 700
Sunny Isles Beach, FL 33160
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (855) 633-3738
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: None.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 27, 2021, Bespoke Extracts, Inc. (the “Company”) entered into an amendment to the Company’s employment agreement with Danil Pollack, the Company’s chief executive officer. Pursuant to the amendment, the Company will pay Mr. Pollack an annual salary of $66,000. The Company may also in its discretion pay additional compensation to Mr. Pollack at any time as a bonus.
The foregoing description of the amendment is qualified by reference to the full text of the amendment which is filed as an exhibit to the report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
| 10.1 | Amendment No. 2 to Employment Agreement |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Bespoke Extracts, Inc. | ||
| Date: April 27, 2021 | By: | /s/ Danil Pollack |
|
Danil Pollack Chief Executive Officer | ||
Exhibit 10.1
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT
This Amendment No. 2 to Employment Agreement (this “Amendment”) dated this 27th day of April, 2021, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Danil Pollack (the “Executive”).
WHEREAS, the Company and Executive are party to an employment agreement, dated April 22, 2020, as amended by amendment No. 1 thereto, dated September 30, 2020 (as amended, the “Employment Agreement”);
WHEREAS, the Company and Executive desire to amend the Employment Agreement as more particularly set forth below;
WHEREFORE, the parties do hereby agree as follows:
1. The last sentence of Section 3(a) of the Employment Agreement is hereby amended to read as follows:
Effective commencing April 1, 2021, the Company shall pay Executive an annual salary of $66,000. The Company may in its sole discretion at any time pay additional compensation to Executive as a bonus.
2. Except as modified herein, the terms of the Employment Agreement shall remain in full force and effect.
3. This Amendment may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original and shall be binding upon all parties, their successors and assigns, and all of which taken together shall constitute one and the same Amendment. A signature delivered by facsimile or email shall constitute an original.
[Signature Page Follows]
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first written above.
BESPOKE EXTRACTS, INC.
By: /s/ Danil Pollack
Name: Danil Pollack
Title: Chief Executive Officer
/s/ Danil Pollack
Danil Pollack