Item 5.02 Departure of Directors or Certain
Officers; Election of Directors, Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Chief Technology Officer and Member of the Board
of Directors
On September 19, 2019, Yan Rozum resigned
from his positions as Chief Technology Officer and member of the board of directors of Esports Entertainment Group, Inc. (the
“Company”), effective immediately (the “CTO Resignation”). Mr. Rozum did not resign as a result of
any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
The Company and its shareholders thank Mr.
Rozum for his many contributions.
Appointment of Chief Technology Officer
On September 26, 2019, in connection with the
CTO Resignation, the Board appointed Mr. John Brackens, the Company’s current Chief Information Officer (“CIO”),
as the Company’s Chief Technology Officer (the “CTO Appointment”). Mr. Brackens will continue to serve as the
Company’s CIO.
Mr. Brackens combines over 12 years of experience
in information technology senior management following a 4 year career leading customer experience teams. Previously, he had been
involved in five organizations within the game industry holding positions including Chief Operating Officer, Treasurer, Foreign
Director, and Network Operations Manager. From 2018 through January 2019, Mr. Brackens was the Operations Director for Carte Blanche
Entertainment, Inc., an iGaming company. From 2016 to 2017, he was Chief Operating Officer for Sparkjumpers Pte Ltd., a company
involved in video game development and eSports tournament events. From January 2014 to January 2016, he was Manager of Network
Operations of Activision Blizzard - Demonware an entertainment company that focused on AAA game development. Mr. Brackens studied
Electrical Engineering at Arizona State University.
Family Relationships
There is no arrangement or understanding between
Mr. Brackens and any other persons pursuant to which Mr. Brackens was selected as CTO. There are no family relationships between
Mr. Brackens and any director, executive officer or person nominated or chosen by the Company to become a director or executive
officer of the Company within the meaning of Item 401(d) of Regulation S-K under the U.S. Securities Act of 1933 (“Regulation
S-K”).
Related Party Transactions
Since the beginning of the Company’s
last fiscal year, the Company has not engaged in any transaction in which Mr. Brackens had a direct or indirect material interest
within the meaning of Item 404(a) of Regulation S-K.
Compensatory Arrangements
As previously disclosed, on May 9, 2019, in
connection with his appointment as CIO, Mr. Brackens previously entered into an employment agreement (the “Brackens Employment
Agreement”) with the Company. The terms of the Brackens Employment Agreement remain unchanged.
The foregoing description of the Brackens Employment
Agreement does not purport to be complete and is qualified in its entirety by its full text which is filed as Exhibit 10.1 hereto
and is incorporated herein by reference.
Appointment of a Member of the Board of
Directors
On September 26, 2019, in connection with the
CTO Resignation, the Board appointed Mr. Christopher Malone, the Company’s Chief Financial Officer, as a member of the Board.
The Company has undertaken to include Mr. Malone as a nominee to the Board on the slate of directors to be elected at the next
annual meeting of stockholders of the Company, unless Mr. Malone resigns or is otherwise unable to serve as a director.
Mr. Malone has been the Chief Financial Officer
since November 2018. He is the founding Director of PrOasis, a professional consulting firm, where he has spent the past 26 years
managing the firm which focuses on executive management, corporate finance, strategic planning and governance for major Canadian
SME organizations. Mr. Malone currently holds the positions as Chief Financial Officer for an OSC registered Fund Manager and an
IIROC registered Broker Dealer member. Mr. Malone currently serves as a Director for each of these regulated entities. Mr. Malone
has extensive listing, regulatory reporting and governance experience with private businesses and public companies on Regulatory
organizations and Exchanges in Canada and the United States. Mr. Malone’s experience stems from over 35 years in the Canadian
workforce holding senior financial and information technology systems roles in some of Canada’s largest domestic and multi-national
organizations. He has held senior level financial executive positions in food processing, telecom, media advertising, document
management and financial service organizations.
Family Relationships
Mr. Malone does not have a family relationship
with any of the current officers or directors of the Company.
Related Party Transactions
There are no related party transactions with
regard to Mr. Malone reportable under Item 404(a) of Regulation S-K.
Compensatory Arrangements
There are no current compensatory arrangements with Mr. Malone.
