UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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| Item 5.05 | Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics. |
On August 24, 2023, the Board of Directors of Reviv3 Procare Company (the “Company”) approved a Code of Business Conduct and Ethics to assist its officers, directors, employees and other covered persons in guiding their conduct to enhance the reputation of the Company, and to help foster a culture of honesty and accountability.
The above description of the Code of Business Conduct and Ethics does not purport to be complete and is qualified in its entirety by the full text of such document, which is incorporated herein and attached hereto as Exhibit 14.1.
| Item 8.01 | Other Events. |
On August 24, 2023, the Board of Directors of the Company (“Board”) established the following three (3) committees of the Board: (1) the Audit Committee, (2) the Nominating and Corporate Governance Committee, and (3) the Compensation Committee. Jeff Toghraie, CEO and Chairman of the Board, was initially appointed as the Chairman of each Committee and will serve in such capacity until his resignation, removal or replacement is appointed to those roles. The Company anticipates that it will fill the vacancies on the various Committees during the next twelve (12) months. Additionally, the Board approved (a) the Charter of the Audit Committee, (b) the Charter of the Nominating and Corporate Governance Committee, and (c) the Charter of the Compensation Committee.
The above descriptions of the Charters of the Audit Committee, Nominating and Corporate Governance Committee and Compensation Committee do not purport to be complete and are qualified in their entirety by the full text of such documents, which are incorporated herein and attached hereto as Exhibits 99.1, 99.2 and 99.3, respectively.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 14.1 | Code of Business Conduct and Ethics | |
| 99.1 | Charter of the Audit Committee of the Board of Directors | |
| 99.2 | Charter of the Nominating and Corporate Governance Committee of the Board of Directors | |
| 99.3 | Charter of the Compensation Committee of the Board of Directors | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| REVIV3 PROCARE COMPANY | ||
| Date: August 30, 2023 | ||
| By: | /s/ Jeff Toghraie | |
| Name: | Jeff Toghraie | |
| Title: | Chief Executive Officer | |
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