Safety Shot, Inc. appointed new CEO

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers


On March 13, 2024, the board of directors (the "Board") of Safety Shot, Inc. (the "Company") appointed Jordan Schur as a member to the Board, and as the President of the Company. Since 2006, Mr. Schur has been the Chief Executive Officer and Chairman of Suretone Entertainment Group, as well as the Chief Executive Officer of Mimram Shur Pictures which he founded in 2007.


In connection with his employment as the director on March 7, 2024, the Company entered into an director's agreement with Mr. Schur (the "Jordon Agreement"). Pursuant to the Jordon Agreement, Mr. Schur is entitled to:


- Compensation: $25,000 per-annum, payable bi-monthly. 

 - Stock Options: option to purchase 50,000 shares of common stock for each year he serves as a member of the Board, with an exercise price of the current market price of the Company's common stock at time of issuance. The options shall expire 3 years after the date of issuance and shall be subject to the terms and conditions of the stock award agreement to be entered into by and between the Company and Jordon. 


In connection with his employment as the President on March 7, 2024, the Company entered into an employment agreement with Mr. Schur (the "President Agreement"). Pursuant to the President Agreement, Mr. Schur is entitled to:


- Compensation: $300,000 per annum payable bi-monthly. With an increment up to $400,000 if the Company earns a revenue of above $10 million, and an increment up to $500,000 if the Company earns a revenue of above $15 million. Following the increment, the base salary shall remain $500,000 unless the Chief Executive Officer, in conjunction with the compensation committee, decides otherwise. 

 - Stock Options: options to purchase 1,000,000 shares of common stock, with an exercise price of $1.96, the closing price as of March 7, 2024, and vesting quarterly. Mr. Schur shall receive additional options to purchase 100,000 shares of common stock for each fiscal year with the Company revenue more than $10 million, with a maximum limit of options to purchase 2,000,000 shares of common stock. 


On March 8, 2024, the Board the Company appointed David Long as a member of the Board. Mr. Long has over 20 years of experience in leading and increasing growth for companies in the fitness and wellness industries. Since January 2010 Mr. Long has served as the CEO and the Co-Founder of Orangetheory Fitness Corporate. From June 2008 to June 2007 Mr. Long served as the Developer and Owner of European Wax Center. Mr. Long has a Bachelor's degree in Health Science, Physical Therapy, and International Business from University of Florida and an MBA from University of Florida.


In connection with his employment as the director on March 11, 2024, the Company entered into an independent director's agreement with Mr. Long (the "David Agreement," together with Jordan Agreement as the "Agreements"). Pursuant to the David Agreement, Mr. Long is entitled to:


- Compensation: $25,000 per-annum. 

 - Stock Options: option to purchase 50,000 shares of common stock for each year he serves as a member of the Board, with an exercise price of the current market price of the Company's common stock at time of issuance. The options shall expire 3 years after the date of issuance and shall be subject to the terms and conditions of the stock award agreement to be entered into by and between the Company and David. 


The foregoing description of each of the Agreements do not purport to be complete and is qualified in its entirety by the text of the Agreement which are filed as Exhibit 10.1 and Exhibit 10.2, and 10.3 are incorporated herein by reference.


There are no arrangements or understandings between the Company and the newly appointed executive officer or director and any other person or persons pursuant to which each executive officer or director was appointed and there is no family relationship between or among any director or executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer.


There are no transactions between the Company and any newly appointed executive officer or director that are reportable pursuant to Item 404(a) of Regulation SK. The Company did not enter into or materially amend any material plan, contract or arrangement with any newly appointed executive officer or director in connection with his or her appointment as a director or executive officer.