On March 22, 2023, by unanimous written consent, TraqIQ, Inc.'s board of directors appointed Mr. Frank E. Celli as a member of the Board. Mr. Celli will serve as a director until his successor is elected and qualified. In connection with Mr. Celli's appointment, on March 22, 2023, the Company and Mr. Celli signed an offer letter (the “Offer Letter”), pursuant to which Mr. Celli shall receive a yearly compensation of $60,000.

In addition, Mr. Celli shall receive equity compensation in the form of 1,809,535 shares of common stock, vesting in six equal semi-annual installments over three years. Pursuant to the terms of the Offer Letter, Mr. Celli's term shall continue until Mr. Celli's successor is elected and qualified. Mr. Celli may terminate his membership on the Board for any or no reason by delivering a written notice of resignation to the Company.