Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective September 14, 2022, Blockchain Moon Acquisition Corp. (“BMAC”)
appointed John P. Hopkins and Carl J. Johnson as new independent directors for
BMAC.
Mr. Hopkins has 40 years of experience in accounting, finance and operations,
business turnarounds, acquisitions and divestitures, debt restructuring, and
information technology. Most recently, Mr. Hopkins served as the President and
Chief Executive Officer of Professional Security Broadband Inc., a privately
held integrated security, managed services, and business intelligence systems
provider to Fortune 500 corporations. As President and Chief Executive Officer,
he was responsible for organically growing revenue from $18 million in 2012 to
$75 million in 2021 and drove the creation of PSB Exero, an industry-disrupting
private cloud-based business intelligence tool that provides a NIST level of
system documentation and cyber-defenses for security. Mr. Hopkins began his
career in the Big 4 public accounting firm PricewaterhouseCoopers, where he rose
to the level of Audit Manager. Mr. Hopkins was subsequently employed in roles of
Senior Manager of ARCO Chemical Company (NYSE: ACC), Vice President Finance of
Cambrex Corporation (NYSE: CBM), Chief Financial Officer of Measurement
Specialties, Inc. (NASDAQ: MEAS) and Chief Financial Officer of Henry Brothers
Electronics (NASDAQ: HBE). Mr. Hopkins also has extensive experience in creating
scalable enterprise automation platforms, as well as in leading business and
accounting process reengineering and turnarounds. Along with his executive
career, Mr. Hopkins served on the board of directors of Professional Security
Broadband Inc. from 2011 to 2021 and on the Felician University School of
Business Advisory Board from 2019 to 2021. He is also a member of the American
Institute of Certified Public Accountants. In addition, Mr. Hopkins currently
teaches at New York University Leonard N. School of Business, Seton Hall
University Stillman School of Business, Seton Hall University School of Law and
previously at Felician University School of Business. Mr. Hopkins holds an MBA
from Villanova University and a Bachelor’s Degree in accounting from West
Chester University.
Mr. Johnson has over 40 years of marketing and sales experience in consumer
healthcare. In 2019, Mr. Johnson founded Four Peaks Insight, LLC, a business
development and executive coaching business. He is also currently serving as a
member of ExecHQ, an executive advisory firm. Previously, Mr. Johnson served as
President and Chief Executive Officer and as a member of the Board of Directors
of Entia Biosciences, Inc., a clinical stage biotechnology company engaged in
the development of pharmaceutical-grade organic compounds, from August 2015 to
November 2017. Mr. Johnson served as President and Chief Executive Officer and
as a member of the Board of Directors of Matrixx Initiatives, Inc., a marketer
of over-the-counter (“OTC”) healthcare products, from July 2001 until October
2008, and again as a member of the Board of Directors of Matrixx Initiatives
from February 2011 to February 2014. From 1993 to 2001, Mr. Johnson was Vice
President, Commercial Development with Perrigo Company, a leading manufacturer
of OTC pharmaceutical and nutritional products for the store brand market. Prior
to that, Mr. Johnson held a number of high-level marketing and sales positions
at Johnson & Johnson from 1973 to 1989, including the position of V.P. Marketing
& Sales for Vistakon, a Johnson & Johnson Company. He also held the position of
Director of Marketing for Johnson & Johnson Baby Products Company. Prior to
joining Johnson & Johnson, Mr. Johnson was an account executive at Compton
Advertising, servicing Procter & Gamble. Mr. Johnson was a member of the Board
of Directors of Scolr Pharma, Inc. from 2010 to 2013, including as Chairman from
2011 to 2013. Mr. Johnson also previously served on the boards of the Generic
Pharmaceutical Association and the Consumer Healthcare Products Association. Mr.
Johnson holds a Master’s of Business Administration – Marketing from Fairleigh
Dickinson University and a Bachelor’s of Science in Economics from Wagner
College.
The board of directors of BMAC has affirmatively determined that Mr. Hopkins and
Mr. Johnson each meet the applicable standards for independence under the rules
of The Nasdaq Stock Market LLC.
Mr. Hopkins and Mr. Johnson will each receive cash compensation for their
service on the board of directors in an amount equal to $50,000, payable in two
installments.
In connection with their appointment to the board of directors, Mr. Hopkins and
Mr. Johnson are each expected to enter into BMAC’s standard form of indemnity
agreement for directors and officers and joinder agreements to be bound by the
same provisions of that certain Insider Letter Agreement, dated October 18,
2021, by and between BMAC and each of BMAC ‘s officers, directors and initial
stockholders.
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