Co-CEO Zacharski resigns; Paul Chang appointed sole CEO; $360K fees converted to shares

Brand Engagement Network Inc.

Michael Zacharski resigned as co-CEO and director effective Aug 16, 2024; no disagreement with management.
Separation benefits: $250,000 bonus, $91,666.67 cash payment, forfeiture of 1,012,875 options; 337,625 options extended.
Paul Chang appointed CEO (from co-CEO) and Class II director, effective immediately.
Company issued 151,261 shares at $2.38 to DHC Sponsor to convert $360,000 in outstanding fees.
Shares issued in unregistered transaction under Section 4(a)(2) and Regulation D.

item 3.02 item 8.01 item 5.02 item 7.01 item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Michael Zacharski

Co-Chief Executive Officer

BNAI · Brand Engagement Network Inc.

Effective: 2024-08-16
Successor: Paul Chang
Filed: August 22, 2024, 7:59 PM ET

Mr. Zacharski tendered his resignation as Co-Chief Executive Officer of the Company and as a member of the Company’s board of directors (the “Board”) on the Separation Date, which resignation was effective as of August 16, 2024

Appointed

Paul Chang

Class II director

BNAI · Brand Engagement Network Inc.

Effective: 2024-08-21
Filed: August 22, 2024, 7:59 PM ET

On August 21, 2024, the Board appointed Paul Chang as a Class II director of the Company, effective immediately

Role change

Paul Chang

Chief Executive Officer

BNAI · Brand Engagement Network Inc.

Effective: 2024-08-16
Filed: August 22, 2024, 7:59 PM ET

Effective upon the Separation Effective Date, Paul Chang’s title was changed to Chief Executive Officer, effective immediately

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Michael Zacharski resigned as Co-Chief Executive Officer at Brand Engagement Network Inc..

Action: resigned
Role: Co-Chief Executive Officer

Exact text from the filing

Mr. Zacharski tendered his resignation as Co-Chief Executive Officer of the Company and as a member of the Company’s board of directors (the “Board”) on the Separation Date, which resignation was effective as of August 16, 2024

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 0.95

Paul Chang was appointed as Class II director at Brand Engagement Network Inc..

Action: appointed
Role: Class II director

Exact text from the filing

On August 21, 2024, the Board appointed Paul Chang as a Class II director of the Company, effective immediately

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 0.95

Paul Chang changed role as Chief Executive Officer at Brand Engagement Network Inc..

Action: changed
Role: Chief Executive Officer

Exact text from the filing

Effective upon the Separation Effective Date, Paul Chang’s title was changed to Chief Executive Officer, effective immediately

View on SEC.gov

Brand Engagement Network Inc. filing history →

Source: SEC EDGAR

accession 0001493152-24-033580

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