Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 19, 2026, Isabelle Ortiz-Cochet, a member of the board of directors, notified Barfresh Food Group Inc. (the “Company”) that she will be retiring on March 31, 2026. Such resignation was not the result of a disagreement with the Company. She had been initially appointed pursuant to the terms of an investor rights agreement, dated November 23, 2016, by and between the Company, Unibel and certain key holders named therein (the “Investor Rights Agreement”) and serves on the Nominating and Governance Committee. Under the terms of the Investor Rights Agreement, Unibel is entitled to appoint one director to the board of directors of the Company, which director is entitled to sit on each committee of the board of directors selected by Unibel, unless certain conditions relating to the shareholdings of Unibel have not been satisfied. The Company has agreed to call shareholder meetings whenever necessary to ensure Unibel’s designee is elected as a director. At any time that Unibel’s designee is not a director, Unibel’s designee will be entitled to be a board observer. Riccardo Delle Coste, Steven Lang and their respective affiliates have agreed to vote their shares in favor of Unibel’s designee. Marc Panvier, Unibel’s designee, has been appointed to the Company’s board of directors effective April 1, 2026. It is anticipated that he will serve on the Nominating and Corporate Governance Committee of the Company’s board of directors. There have been no prior transactions between the Company and Mr. Panvier. Tim Trant was also appointed as a director effective April 1, 2026, filling the seat left vacant by the resignation of Justin Borus. It is anticipated that he will serve on the Audit and Compensation Committees of the Company’s board of directors. Mr. Trant was employed by the Company from June 2015 to December 2019 as its chief customer officer. Since December 2019, he has served as a consultant to the Company. More information about Messrs. Panvier and Trant may be found in the press release attached as an exhibit to this report.
BRFH Barfresh Food Group Inc. - 8-K
Accession
0001493152-26-0152505.029.01
Item 5.02 - Departure/Election of Directors or Certain Officers
357 words
Item 9.01 - Financial Statements and Exhibits
44 words
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. The following are filed as exhibits to this report on Form 8-K: 99.1 Press Release of Barfresh Food Group, Inc. dated April 6, 2026 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)