AMRH Ameri Holdings Inc

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

On May 15, 2023, Enveric Biosciences, Inc. (the “Company”) announced budget cuts that led to an approximately 35% reduction in force (the “RIF”). Following the RIF, on May 18, 2023, the Company eliminated the positions of President and Chief Operating Officer. Accordingly, pursuant to the employment agreement between the Company and Avani Kanubaddi dated December 2, 2020 (the “Employment Agreement”), the Company terminated the employment contract of Mr. Kanubaddi without Cause (as defined in the Employment Agreement), the President and Chief Operating Officer of the Company, to be effective June 17, 2023 (the “Separation Date”). Subject to Mr. Kanubaddi’s delivery of a release of claims to the Company, in accordance with the terms of the Employment Agreement, the Company shall (i) continue to pay Mr. Kanubaddi his base salary for the twelve-month period following the Separation Date, and (ii) pay Mr. Kanubaddi his Performance Bonus (as defined in the Employment Agreement), if any, for 2023, subject to achievement of the applicable performance metrics and payable on the date such Performance Bonus would have been paid to him had he not incurred such a termination of employment. In addition, all unvested, time-based restricted stock units (“RSUs”) granted to Mr. Kanubaddi under the Company’s 2020 Long-Term Incentive Plan (the “Plan”) shall immediately become vested, and any RSUs that are subject to performance-based vesting conditions shall become vested in accordance with the terms of the applicable award agreement. The Company shall convert all vested RSUs into shares of common stock, par value $0.01 per share, of the Company on a one-for-one basis according to the Plan and the applicable award agreements and have them delivered to Mr. Kanubaddi within 60 days following the Separation Date.