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


          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers.

(b) On April 19, 2023, Michael E. McCormack II, the President and Chief Executive Officer of CPS Technologies Corp. (the "Company") resigned from the Company, with an effective date of April 21, 2023. Mr. McCormack's resignation was not a result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices.

(c) In connection with Mr. McCormack's resignation, the Board of Directors of the Company (the "Board") has appointed Charles K. Griffith, Jr., the Company's current Chief Financial Officer, to serve as the acting president of the Company as the Board commences its search for a president and chief executive officer. Mr. Griffith has served as the Company's Chief Financial Officer since April 2019. He came to the Company from SPRI Clinical Trials Global, LLC, a company managing clinical trials for the pharmaceutical industry, where he served as Chief Financial Officer from May 2007 to December 2018. Prior to joining SPRI, Mr. Griffith was the Vice President-Finance at Vertex Distribution (previously known as Pawtucket Fasteners and Bell Fasteners), a Rhode Island-based, private-equity owned manufacturer and distributor of corrosion resistant fasteners, where he worked for 27 years. Mr. Griffith has an accounting degree from The College of William and Mary, and an M.B.A. from Bryant University.

As compensation for his services to the Company as Chief Financial Officer, Mr. Griffith receives a salary of $200,000, and is eligible to receive a performance-based bonus at the discretion of the Board. In 2023, Mr. Griffith was provided a discretionary bonus of $95,000 related to his 2022 performance. Mr. Griffith is also a party to that certain Executive Severance Agreement, which was disclosed in a Current Report on Form 8-K on April 4, 2023, and which Form 8-K is incorporated herein by reference.


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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits



    Exhibit      Description
                   Executive Severance Agreement, dated as of June 17, 2022
                 (incorporated by reference to the Company's Current Report on
                 Form 8-K (file number 000-16088) filed with the Securities and
      10.1       Exchange Commission on April 4, 2023)
      99.1         Press Release, dated April 21, 2023
                 Cover Page Interactive Data File (embedded within the Inline
      104        XBRL document)

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