{"url_path":"/sec/cik-0001015155/8-k/2026-01-07/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-01-07","source_url":"https://www.sec.gov/Archives/edgar/data/1015155/0001104659-26-001804-index.html","accession_number":"0001104659-26-001804","cik":"0001015155","ticker":null,"issuer_name":"CHARLES & COLVARD LTD","edgar_url":"https://www.sec.gov/Archives/edgar/data/1015155/0001104659-26-001804-index.html","primary_entity_key":"0001015155","primary_entity_name":"CHARLES & COLVARD LTD"},"word_count":293,"has_tables":true,"body_markdown":"**Item 5.02**\n**Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.**\n\n \n\n(b)\n\n \n\nOn January 5, 2026, the Board of Directors (the\n“Board”) of Charles & Colvard, Ltd. (the “Company”) approved, effective as of January 5, 2026, the termination\nof Don O’Connell as President and Chief Executive Officer of the Company, without “Cause” (as defined under Mr. O’Connell’s\nEmployment Agreement).\n\n \n\n(c)\n\nOn January 5, 2026, the Board appointed Michael\nLevin, age 63, the current Board Chair, to serve as Executive Chair in order to oversee the affairs of the Company, lead the executive\nteam, and conduct a search for a Chief Executive Officer for an initial term of three months. The Board determined that Mr. Levin will\nreceive $18,000 per month for his services as Executive Chair, in lieu of any other Board compensation applicable for the time period\nduring which he is acting as Executive Chair. Mr. Levin has significant financial, accounting, investment, audit and marketing expertise\nderived from positions with private and public operating companies and investment companies. Mr. Levin has no family relationships with\nany executive officer or director of the Company, and he has no direct or indirect material interest in any transaction required to be\ndisclosed pursuant to Item 404(a) of Regulation S-K. Further, there are no arrangements or understandings between Mr. Levin\nand any other person pursuant to which he was selected to become the Executive Chair of the Company.\n\n \n\n \n\n \n\n \n\n**SIGNATURE**\n\n \n\nPursuant to the requirements of the Securities\nExchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.\n\n \n\n \n**Charles & Colvard, Ltd.**\n\n \n \n \n\nJanuary 7, 2026\nBy\n/s/ Clint J. Pete\n\n \n \nClint J. Pete\n\n \n \nChief Financial Officer"}