Director Johnston resigns, enters consulting deal with substantial equity incentives

Meridian Holdings Inc./NV

Aaron Richard Johnston resigns from board effective Nov 1, 2022, to become a consultant.
Consulting pays $12k/month cash, $36k sign-on bonus, plus 100k restricted shares (50k vest immediately, 50k Feb 1, 2023).
Up to 650k RSUs: 50k board RSUs for FY2022 (revenue≥$21.875M, EBITDA≥$3.25M); 300k consulting RSUs for FY2023/24 (1.1x prior-year); 300k transaction RSUs if a doubling deal closes by Nov 1, 2023.
Non-compete for 12 months after termination; continuing service triggers further vesting if terminated without cause.
Board approved all equity grants under the 2022 Equity Incentive Plan.

item 1.01 item 5.02 item 9.01

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Departed

Aaron Richard Johnston

Director

MRDN · Meridian Holdings Inc./NV

Effective: 2022-11-01
Filed: November 1, 2022, 7:59 PM ET

On October 27, 2022, Mr. Aaron Richard Johnston notified the Board of Directors of the Company,of his resignation as a member of the Board of Directors of the Company, effective upon the earlier of (1) November 1, 2022; and (2) the date his replacement is appointed as a member of the Board of Directors.

Key facts

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Executive change SEC 8-K Item 5.02 confidence 0.95

Aaron Richard Johnston resigned as Director at Meridian Holdings Inc./NV.

Action: resigned
Role: Director

Exact text from the filing

On October 27, 2022, Mr. Aaron Richard Johnston notified the Board of Directors of the Company,of his resignation as a member of the Board of Directors of the Company, effective upon the earlier of (1) November 1, 2022; and (2) the date his replacement is appointed as a member of the Board of Directors.

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Meridian Holdings Inc./NV filing history →

Source: SEC EDGAR

accession 0001477932-22-008072

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