Item
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
CEO
Transition and Separation Agreement
On
June 25, 2020, we and Lawrence Firestone entered into an executive separation agreement, dated June 25, 2020 (the “Separation
Agreement”), pursuant to which Mr. Firestone will transition his relationship as our Chief Executive Officer. The Separation
Agreement provides that Mr. Firestone will resign as CEO upon our appointment of a successor, which will be Mr. Block.
He will also assist and cooperate with Eastside, as needed, with any transfer of duties and further assist and act as a
consultant or advisor to Eastside with any ongoing questions or issues or matters which may arise through December 31,
2020.
Further, the Separation Agreement provides
that Mr. Firestone will (a) continue to receive his annual cash base salary of $250,000 in installments in accordance with and
under the regular payroll schedule of Eastside until December 31, 2020, (b) continue to receive his existing health benefits
until June 25, 2021 and (c) continue to vest the restricted stock units (the “RSUs”) that were granted or to be granted
under his Executive Employment Agreement, dated November 12, 2019, between Eastside and Mr. Firestone, until December 31,
2020 as follows: the equivalent of $25,000 of RSUs for the quarter ending June 30, $25,000 of RSUs for the quarter ending September
30 and $25,000 of RSUs for the quarter ending December 31. The Separation Agreement also contains releases of claims and
non-solicitation, non-competition, and confidentiality provisions.
The
foregoing is a summary only and does not purport to be a complete description of all of the terms, provisions, covenants and agreements
contained in the Separation Agreement and is subject to and qualified in its entirety by reference to the complete text of the
Separation Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Appointment
of CEO
The
Board approved the appointment of Paul Block as Chief Executive Officer, effective July 1, 2020.
Paul Block, age 63, was appointed to our
Board of Directors in April 2020 and currently serves as Chairman of the Board. Mr. Block also currently serves as a
member of the board of directors of GLG Life Tech Corporation, a producer of zero calorie natural sweeteners, and served
as president of GLG Life Tech Corporation from January 2019 to June 2020. Prior to GLG Life Tech Corporation, Mr. Block held
numerous positions as a consumer goods executive, including as chief executive officer and member of the board of directors of
SVP Worldwide, a consumer sewing machine company, as chief executive officer and member of the board of directors of Merisant
Worldwide, the maker of the Equal Sweetener brand, and as chief executive officer of Sara Lee Retail Coffee & Tea USA, a retail
coffee company. He also held various marketing and brand management positions with Allied Domecq PLC, Groupe Danone, Guinness
and Miller Brewing Company earlier in his career. Mr. Block received his Bachelor of Science from Kent State University and participated
in the Kellogg School of Management’s Advanced Executive Program for General Management.
Eastside has not yet finalized Mr.
Block’s compensation.
Departure
of Director
On
June 25, 2020, as part of his transition and under the Separation Agreement, Mr. Firestone agreed to resign from the Board, effective
July 30, 2020, the date of our annual meeting of shareholders. Mr. Firestone did not serve on any Board committees at the time
of his resignation.
Resignation
of Officer
On June 26, 2020, Robert Manfredonia resigned
as President of Eastside, effective July 17, 2020.
Eastside’s press release announcing
Mr. Block’s appointment as Chief Executive Officer and Mr. Firestone’s resignation is furnished hereto as Exhibit
99.1.