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


            Appointment of Certain Officers; Compensatory Arrangements of Certain
            Officers.

On May 8, 2023, International Isotopes Inc. (the "Company") appointed Shahe Bagerdjian as its President, effective immediately.

Mr. Bagerdjian, age 39, has served in various positions at Global Medical Solutions (GMS), a leading manufacturer and provider of radiopharmaceuticals and diagnostic imaging products for applications in nuclear medicine, since March 2012, most recently as Senior Vice President - Operations & Business Development. During his time at GMS, Mr. Bagerdjian was responsible for implementing the short- and long- term strategy for the business as well as the day-to-day operations and other functions, including sales, engineering, quality, regulatory, compliance, logistics, finance, legal and human resources. Mr. Bagerdjian received Bachelor of Science degrees in Business Law and Finance from California State University, Northridge.

Pursuant to an executive employment agreement entered into with Mr. Bagerdjian (as amended, the "Employment Agreement"), Mr. Bagerdjian's initial annual base salary will be $285,000 per year, increasing annually $14,000 to $17,000 per year over the initial 5-year employment term. Mr. Bagerdjian will be eligible to receive an annual cash performance bonus subject to the discretion of the Board of Directors of the Company (the "Board"), with an initial target set at 20% of his annual base salary. Mr. Bagerdjian will also receive an initial grant of 6,500,000 restricted stock units ("RSUs"), with 1,500,000 RSUs vesting on April 17, 2024, 2,000,000 RSUs vesting on April 17, 2025, and 3,000,000 RSUs vesting on April 17, 2026. He is entitled to participate in the Company's other benefit programs generally available to employees of the Company, and relocation expenses reimbursement of up to $25,000.

The Employment Agreement also provides for Mr. Bagerdjian's potential future appointment as Chief Executive Officer of the Company, subject to approval by the Board, under the same compensation terms, with a special equity grant of 2,500,000 fully-vested RSUs upon a promotion to Chief Executive Officer. The Employment Agreement contains customary non-disclosure, non-solicitation, non-disparagement and non-competition obligations.

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

Item 9.01. Financial Statements and Exhibits.






(d) Exhibits.



Exhibit No.   Description
   10.1         Executive Employment Agreement, dated December 23, 2022, between
              the Company and Shahe Bagerdjian (as amended)  .
    104       Cover Page Interactive Data File (formatted in Inline XBRL).








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