Item 1.01. Entry into a Material Definitive Agreement
On July 13, 2021, CEN Biotech, Inc., an Ontario, Canada corporation (the
"Company") entered into a Restricted Stock Agreement (the "RSA") under the
Company's 2021 Equity Compensation Plan (the "Plan") with Patrick Carl Keane.
Pursuant to the RSA, the Company granted Mr. Keane 200,000 restricted shares of
the Company's common stock under the Plan to vest immediately on the grant date.
The description of the RSA does not purport to be complete and is qualified in
its entirety by the full text of the RSA, a copy of which is filed as Exhibit
10.1 hereto and is incorporated by reference herein.
On July 13, 2021, the Company entered into a Restricted Stock Agreement under
the Plan with Daniel William Scott (the "Scott RSA"). Pursuant to the Scott RSA,
the Company granted Mr. Scott 300,000 restricted shares of the Company's common
stock under the Plan to vest immediately on the grant date. The description of
the Scott RSA does not purport to be complete and is qualified in its entirety
by the full text of the Scott RSA, a copy of which is filed as Exhibit 10.2
hereto and is incorporated by reference herein.
Item 3.02. Unregistered Sales of Equity Securities.
The disclosures in Item 1.01 of this Current Report on Form 8-K are incorporated
by reference into this Item 3.02. The issuance described in Item 1.01 are exempt
from registration under Section 4(a)(2) of the Securities Act of 1933, as
amended (the "Act"), in reliance upon exemptions from the registration
requirements of the Act in transactions not involving a public offering.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
10.1 Restricted Stock Agreement between CEN Biotech, Inc. and Patrick Carl
10.2 Keane.
Restricted Stock Agreement between CEN Biotech, Inc. and Daniel William
Scott.
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