JUPITER WELLNESS, INC. : Entry into a Material Definitive Agreement, Change in Directors or Principal Officers, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)

Item 1.01 Entry into a Material Definitive Agreement.

On January 20, 2021, Jupiter Wellness, Inc. (the "Company") and Ms. Nancy Torres Kaufman entered into an independent director's agreement, pursuant to which Ms. Kaufman shall serve as a director and member of the audit committee of the Company (the "Kaufman Agreement"). Pursuant to the Kaufman Agreement, the Company shall pay to Ms. Kaufman as director's fee of $20,000 per annum. Additionally, the Company shall issue to Ms. Kaufman an option to purchase 20,000 shares of Company common stock on the Kaufman Execution Date and for each additional year she serves as a director (the "Kaufman Options"). The Kaufman Options shall have a three (3) year term, an exercise price equal to the current market price of the Company's common stock on the date of issuance, and shall be issued on each anniversary date of her election.

The foregoing description of the Kaufman Agreement is only a summary and is qualified in its entirety by reference to the full text of the Kaufman Agreement attached as Exhibit 10.1 hereto.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The information set forth in Item 1.01 is incorporated by reference herein.

On January 20, 2021, the Board of Directors (the "Board") of the Company appointed Ms. Nancy Torres Kaufman as a director of the Company and member of the Board's audit committee.

Ms. Kaufman is the Chairman and CEO of Beacon Capital LLC, a New York family office, recently relocated to Jupiter, Florida. Ms. Kaufman officially founded Beacon Capital as her family office and investment platform in 2010 with a focus on investing in life sciences businesses globally. In 2003, Nancy started a mortgage correspondent lending company called Wall St. Mortgage, a first and second lien corresponding lender and brokerage company which book and operations she sold to Countrywide in 2006. In 2004, she joined the investment banking boutique Violy & Co and focused increasingly on her first passion, life sciences. Nancy is a Cuban born and raised entrepreneur focused on bringing venture impact philanthropy into the life science and healthcare space. She left Cuba 1994 for the US unaccompanied as a 14-years old. In 1999, Nancy was awarded a full academic scholarship to the College of St. Elizabeth, consisting of an accelerated medical program with UMDNJ for a Bachelor of Science Major in Biology with a Chemistry minor. Nancy also entered the Women's Leadership Program at Yale School of Management in 2020.

There are no family relationships between Ms. Torres Kaufman and any director or executive officer of the Company.

Item 7.01 Regulation FD Disclosure

On January 26, 2020, the Company issued the attached press release. A copy of the press release is attached hereto and incorporated herein by reference in its entirety as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

Exhibits



Exhibit No.   Description
   10.1         Independent Director's Agreement, dated January 20, 2021
    99          Press Release, dated January 26, 2021






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