UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 30, 2023, the Board of Directors (the “Board”) of Iris Acquisition Corp (the “Company”) appointed Nicholas Fernandez to serve as a director. Mr. Fernandez has been determined by the Board to be an independent director under the listing rules of Nasdaq. Mr. Fernandez will serve until the Company’s next annual meeting of stockholders when he is expected to stand for election by a vote of the Company’s stockholders. Mr. Fernandez has also been appointed to the audit committee of the Board.
Mr. Fernandez, 39, has almost 20 years of experience across operations, accounting and finance. Mr. Fernandez has been with Athanor Capital, a hedge fund, since December 2019, most recently serving as Chief Operating Officer and Chief Financial Officer. Mr. Fernandez has chaired the Valuation Committee in addition to sitting on the Management Committee. Previously, he was the Chief Financial Officer of the Asset Management and Alternative Investments Divisions of Jeffries LLC, a global bulge bracket investment bank, from February 2017 to April, 2019. Prior to that, Mr. Fernandez worked at a variety of alternative investment managers in several capacities, progressing from a Fund Accountant to a Controller/Director of Operations. He started his career in public accounting with Ernst & Young in their Financial Services Office in New York, in their asset management practice with a concentration/serving Hedge, Private Equity and Venture Funds, as well as consulting. Mr. Fernandez earned a BS in Accounting and Finance with a minor in Business Administration from the University at Albany, SUNY. Mr. Fernandez holds an active Certified Public Accountant License in the state of New York. Mr. Fernandez was selected to serve as a director because of his experience in investment management, accounting and finance.
Mr. Fernandez will participate in the non-employee director compensation arrangements generally applicable to all of the Company’s non-employee directors.
In connection with the appointment, the Company and Mr. Fernandez will enter into a deed of indemnity, the form of which was filed with the SEC on February 5, 2021, as Exhibit 10.6 to the Company’s Amendment No. 1 to Registration Statement on Form S-1 dated February 5, 2021.
There are no arrangements or understandings pursuant to which Mr. Fernandez was selected as a director. Mr. Fernandez does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
SIGNATURE
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.
IRIS ACQUISITION CORP | ||
Dated: June 2, 2023 | ||
By: | /s/ Sumit Mehta | |
Name: Sumit Mehta | ||
Title: Chief Executive Officer |