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

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers

On August 18, 2022, Enertopia Corp. ("we", "us", "our, the "Company") entered into a management services agreement (the "Consulting Agreement") with Allan Spissinger ("Spissinger") whereby Spissinger will be employed as our Chief Financial Officer. The initial term of the Consulting Agreement is for one year and then continuing month to month thereafter with all terms in effect unless and until terminated. The Consulting Agreement may be terminated by either party at any time by three (3) months' notice in advance, in writing given by Spissinger to the Company, or by the Company to Spissinger.

On August 18, 2022, we also appointed Kevin Brown and John Nelson to our board of directors.

Item 3.02 Unregistered Sales of Equity Securities

On August 18, 2022, the Company granted 2,000,000 stock options pursuant to its stock option plan to the parties named below at an exercise price of US$0.06, vesting immediately and expiring on August 18, 2027:

Name of Optionee Amount of Stock Options Granted
Allan Spissinger                      1,000,000
Kevin Brown                             500,000
John Nelson                             500,000

The securities referred to herein will not be or have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

Item 7.01 Regulation FD Disclosure

On August 17 and 18, 2022, Enertopia issued news releases, attached as Exhibits 99.1 and 99.2, announcing the filing of its third non provisional pending patent, drilling update and management changes.

Item 9.01 Financial Statements and Exhibits



  10.1      Consulting Agreement dated August 16, 2022

  99.1      Press Release dated August 17, 2022

  99.2      Press Release dated August 18, 2022

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