Wolf Energy Services Inc (WOEN)

[Teliz2009]

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How Mr. DiBella’s Compensation is Determined

We are not a party to an employment agreement with Mr. DiBella. His compensation is determined by the Board of Directors of which he is one of the two members. Effective January 1, 2018, the board of directors of the Company reduced Mr. DiBella’s annual compensation to $210,000 from his 2017 level of $305,000. In May 2018 the board of directors issued Mr. DiBella 1,000,000 shares of the Company’s common stock valued at $50,000 as bonus compensation for his efforts in connection with the closing of the Technology Purchase Agreement, and in November, 2018, the board of directors also approved the health insurance benefit for Mr. DiBella. For 2019 and 2018, the Company incurred salary expenses for Mr. DiBella of $210,000 and $210,000, respectively. For 2019
and 2018, the Company paid Mr. DiBella $412,796 and $586,000, respectively, including accrued salary which was owed to him from prior years. The unpaid accrued salary balances as of December 31, 2019 and 2018, are $610,965 and $831,761, respectively. The timing of the payment of any of the accrued but unpaid compensation due Mr. DiBella may be determined by the board of directors at any time. In addition, Mr. DiBella’s compensation may be changed at anytime by the board of directors.