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

On February 15, 2023, The Glimpse Group, Inc. (the "Company") awarded stock options (the "Options") to acquire shares of the Company's common stock ("Common Stock"), subject to the terms and conditions of the respective officer's stock options agreement, including: (i) an exercise price equal to $7.00 per share of Common Stock; (ii) expiration of the Options on the Tenth (10) anniversary of the Grant Date; (iii) all Options, Initial and Target (each as defined in the Option Agreements), vest over four (4) years commencing on February 15, 2023; (iv) certain Target Options shall vest to each grantee in fixed amounts, based on achieving revenue targets of $30,000,000, $50,000,000, $75,000,000 and $100,000,000 over consecutive four quarter periods in the aggregate over the next 7 years; (v) certain Target Options shall vest to each grantee in fixed amounts, based on achieving fifteen consecutive closing trading priced equal to or above $20, $30, $45 and $60 per share over the next 7 years. The Options are granted in the following amounts and to the respective officers set forth below:

Lyron Bentovim       1,210,000
Maydan Rothblum        770,000
David John Smith       220,000

The Options were granted as incentive options to Mr. Bentovim, Mr. Rothblum and Mr. Smith as both a retention mechanism and to further drive performance and the Company's growth. The Options were granted pursuant to the Company's 2016 Equity Incentive Plan, as amended, and were each approved by the Company's Compensation Committee and Board of Directors.

The foregoing description of the Option Agreement for each Lyron Bentovim, Maydan Rothblum and David John Smith does not purport to be complete and is qualified in its entirety by reference to the full text of the form of Bentovim Option Agreement, Rothblum Option Agreement and Smith Option Agreement, copies of which are filed hereto as Exhibit 10.1, Exhibit 10.2 and Exhibit 10.3, and incorporated by reference in this Current Report on Form 8-K.





Item 9.01 Exhibits



Exhibit No.   Description

10.1            Bentovim Option Agreement, dated February 15, 2023
10.2            Rothblum Option Agreement, dated February 15, 2023
10.3            Smith Option Agreement, dated February 15, 2023
104           Cover Page Interactive Data File - The cover page interactive data
              file does not appear in the Interactive Data File because its XBRL
              tags are embedded within the Inline XBRL document

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