Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Eyal Pinto, CFO
On March 22, 2023, Eyal Pinto resigned from his position as Chief Financial
Officer of Metro One Telecommunications, Inc. (the "Company") and Stratford
Ltd., the Company's wholly owned subsidiary. The resignation of Mr. Pinto is not
the result of any disagreement with Mr. Pinto on any matter relating to the
Company's operation, policies (including accounting or financial policies) or
practices.
Mr. Pinto's employment agreement requires forty-five (45) days' prior written
notice of termination of the agreement, pursuant to the conditions set forth in
the Prior Notice for Dismissal and Resignation Law, 5761-2001, under Israeli
law. However, Mr. Pinto has resigned for personal reasons and the Company has
accordingly waived the notice requirement, allowing Mr. Pinto to terminate his
employment with an effective date of March 24, 2023.
All unvested stock options granted to Mr. Pinto were forfeited upon his
resignation.
Appointment of James Brodie as Interim CFO
Concurrently, on March 24, 2023, the Company's Board of Directors (the "Board")
appointed Mr. James Brodie, the Company's current Treasurer and a member of the
Company's Board, as interim Chief Financial Officer of the Company. It is
anticipated that Mr. Brodie will serve as interim Chief Financial Officer until
a permanent Chief Financial Officer is appointed. Mr. Brodie will continue to
serve as Treasurer and as a member of the Company's Board.
Mr. Brodie, age 69, has served as a member of the Company's Board since November
2018 and as Treasurer of the Company since January 2019. Mr. Brodie is a
successful businessman who has added significant value in many business sectors
including healthcare both products and services, wine importation and
distribution, air ambulance services, inflight entertainment and strategic
consulting. He has formed and led teams that have successfully started and grown
small businesses and as a result has extensive M&A experience. Currently, Mr.
Brodie serves as a strategic advisor to Citadel America Asset Group based in New
York, New York. The group purchases and restores B grade apartment complexes
across the southern tier of the United States. The group has about 1,500 units
and is actively seeking additional properties. The group has about $150 million
under management. Mr. Brodie is also a partner in the development of a family
business, J Wilder Importers, that designs and imports bespoke shoes, premium
leather belts and hand loomed textiles. Products are sourced from Spain,
Argentina, Morocco, Tunisia, Greece, Turkey, India and Australia. Other
leadership experience includes being the founding partner of a New York Stock
Exchange brokerage firm, a board member of the Pink Sheets, and a managing
director of Tocqueville Asset Management. He also served as a managing director
in the turnaround of a family office and trading firm that made markets in over
400 stocks. Mr. Brodie served as an advisor to the largest operating charity on
Long Island, New York where he worked to grow or merge their foundation with
smaller charitable foundations. Finally, Mr. Brodie was the president of Temple
Gwathmey Steeplechase Foundation, a national organization dedicated to the
history and promotion of the safety of the equine sport of steeplechasing in the
United States.
Mr. Brodie has no direct or indirect material interest in any transaction
required to be disclosed pursuant to Item 404(a) of Regulation S-K, and there
are no family relationships between Mr. Brodie and any of the Company's other
executive officers or directors. There are no other arrangements or
understandings between Mr. Brodie and any other persons pursuant to which Mr.
Brodie was appointed as interim Chief Financial Officer.
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