Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


          Appointment of Certain Directors; Compensatory Arrangements of Certain
          Officers.

On August 15, 2022, Andrew Trumbach, the President and Chief Financial Officer of Awaysis Capital, Inc. (the "Company"), resigned as Chief Financial Officer of the Company. Mr. Trumbach is remaining as President and a director of the Company.

On August 15, 2022, the Company appointed Amir Vasquez, age 34, as the Company's new Chief Financial Officer, to replace Mr. Trumbach.

Mr. Vasquez is an experienced controller and finance professional. He received his bachelor's degree in accounting and earned a Master of Finance Degree from Florida International University. Amir has been working in the accounting and finance field for over 10 years, beginning his career at the international accounting firm of Pannell Kerr Forster. He is also an experienced financial analyst having worked with international banks, oil companies and multinational duty free and perfume distributors.

Mr. Vasquez entered into an Employment Agreement (the "Employment Agreement") with the Company. Pursuant to the Employment Agreement, Mr. Vasquez will receive an annual base salary of $150,000 (the "Base Salary"), which will be reviewed on an annual basis to determine potential increases, if any, based on Mr. Vasquez's performance and that of the Company. Additionally, Mr. Vasquez may earn an annual bonus of up to 200% of Base Salary, payable based on performance in the previous fiscal year, and based on the achievement of objectives agreed to with the Company's Chief Executive Office and/or President for each particular fiscal year.

Mr. Vasquez is also entitled to customary benefits and vacation, and is subject to customary confidentiality, ownership of intellectual property, non-disparagement, non-solicitation and non-compete provisions, as described in the Employment Agreement.

The Employment Agreement may be terminated by the Company at any time without prior notice for "Cause", as defined in the Employment Agreement. Upon termination for Cause, Mr. Vasquez will be provided with any unpaid, earned Base Salary up to the date of termination.

The Employment Agreement may be terminated at any time without Cause, and provided that Mr. Vasquez executes a general release, the Company shall pay to Mr. Vasquez an amount equal to 12-months' Base Salary (the "Severance") plus accrued unused vacation; provided that the Company shall not be required to pay the Severance in the event the Company elects to enforce the Employment Agreement's non-competition provisions and pay salary post-termination pursuant to the terms of the Employment Agreement.

Mr. Vasquez can terminate the Employment Agreement and his employment at any time for any reason on 30 days prior written notice. In case of "Good Reason," as defined in the Employment Agreement, the Company shall pay to Mr. Vasquez the Severance plus accrued unused vacation; provided that the Company shall not be required to pay the Severance in the event the Company elects to enforce the Employment Agreement's non-competition provisions and pay salary post-termination pursuant to the terms of the Employment Agreement.

Mr. Vasquez will be entitled to participate in the Company's incentive plans, and shall initially be granted options to purchase 500,000 shares of the Company's common stock.

Item 9.01 Financial Statements and Exhibits.






Exhibit   Description
10.1        Employment Agreement with Amir Vasquez
104       Cover Page Interactive Data File (embedded within the Inline XBRL
          document)

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