{"url_path":"/sec/love/8-k/2026-06-15/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 ** **Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-15","source_url":"https://www.sec.gov/Archives/edgar/data/1701758/0001213900-26-068869-index.html","accession_number":"0001213900-26-068869","cik":"0001701758","ticker":"LOVE","issuer_name":"Lovesac Co","edgar_url":"https://www.sec.gov/Archives/edgar/data/1701758/0001213900-26-068869-index.html","primary_entity_key":"0001701758","primary_entity_name":"Lovesac Co"},"word_count":953,"has_tables":true,"body_markdown":"**Item 5.02** **Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.**\n\n \n\n*Appointment of Chief Financial Officer*\n\n \n\nOn June 10, 2026, the Board of Directors\n(the “Board”) of The Lovesac Company (the “Company”) appointed Mr. Andrew Farag to serve as principal\naccounting officer, Executive Vice President, Chief Financial Officer and Treasurer of the Company, effective June 15, 2026. Mr.\nFarag, 42, joins the Company from Riveron, a leading business advisory firm specializing in accounting, finance, technology and\noperations, where he served as Managing Director, from September 2024 to May 2026.  From June 2022 to\nSeptember 2024, Mr. Farag served as Managing Director of Ankura Consulting Group, which included\nacting as interim CFO and CEO for public and private equity owned portfolio companies with revenues ranging between $250 million to\n$2 billion in revenue.  During his tenure at Ankura, Mr. Farag served as the Company’s interim controller from August\n2023 to January 2024.  Before Ankura, Mr. Farag was the CFO and COO of Net Retailers, Inc. from January 2021 to June 2022, and\nthe CFO and Interim CEO of Dynamic Communities, a TZP portfolio company, from May 2019 to December 2020. Prior to that, he held the\nrole of CFO at Revolution Marketing from June 2016 to April 2019.  Mr. Farag received a bachelor of science degree in\naccounting from Purdue University and a master’s degree in business administration from the Kellogg School of Management at\nNorthwestern University. \n\n \n\nThere is no arrangement or understanding between\nMr. Farag and any other persons pursuant to which Mr. Farag was appointed as Chief Financial Officer. Neither Mr. Farag nor any of his\nimmediate family members have been or are currently proposed to be a participant in any transaction that would be required to be reported\npursuant to Item 404(a) of Regulation S-K.\n\n \n\n*Mr.*Farag*’s Compensation Arrangement*\n\n \n\nPursuant to Mr. Farag’s offer letter and\nemployment agreement with the Company, effective June 15, 2026, Mr. Farag’s base salary will be $560,000 and he will be eligible\nfor an annual cash-based short-term incentive award (“Annual Incentive”) with a target award amount of 70% of his base salary\nup to a maximum of 140% of his base salary. The payment of any Annual Incentive shall be subject to the Company’s performance relative\nto metrics and targets set by the Compensation Committee of the Board of Directors for the performance period, and subject to the terms\nand conditions of any applicable compensation plans. Mr. Farag will be eligible to receive an annual grant of restricted stock units (“RSUs”)\nwith a grant date value of approximately $791,000 which will be subject to time-based and performance-based vesting conditions. Mr. Farag\nwill receive a cash signing bonus of $255,000 payable within thirty (30) days of his commencement of employment, and a one-time RSU grant\nwith a grant date value of approximately $450,000, subject to time-based vesting conditions. The terms and conditions of all RSU grants\nwill be established by the Compensation Committee and governed by applicable equity compensation plans and award agreements. Mr. Farag\nhas entered into an employment agreement with the Company which provides severance benefits upon separation of employment, the terms of\nwhich are consistent with the employment agreements that have been entered into with the other executive officers of the Company.\n\n \n\nThe foregoing summary of Mr. Farag’s employment\nagreement and offer letter is qualified in its entirety by the complete copy of each document attached hereto as Exhibits 10.1 and 10.2.\nA copy of the Company’s June 15, 2026 press release announcing the foregoing organizational changes is furnished hereto as Exhibit\n99.1 to this Current Report on Form 8-K.\n\n** **\n\n**++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++**\n\n** **\n\n****\n\n1\n\n** **\n\n*Resignation of Chief Financial Officer*\n\n \n\nOn June 12, 2026, the “Company\nand Mr. Keith Siegner, the Company’s Executive Vice President, Chief Financial Officer and Treasurer,\nagreed that Mr. Siegner will resign from his positions effective June 15, 2026 and transition to a non-executive role ending effective\nJune 22, 2026 (the “Separation Date”). Mr. Siegner’s separation of employment is not related to any financial or accounting\nissues or any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. In connection\nwith Mr. Siegner’s separation of employment, the Company entered into a separation and release agreement with Mr. Siegner on June\n15, 2026 (the “Separation Agreement”) which supersedes the separation benefits set forth in Mr. Siegner’s amended Employment\nAgreement dated February 23, 2026. Subject to Mr. Siegner’s non-revocation of the Separation Agreement following the Separation\nDate and his ongoing compliance with his existing non-competition, non-solicitation, confidentiality, non-disparagement and related restrictive\ncovenants, Mr. Siegner is eligible to receive: (i) an aggregate amount equal to $576,800, representing twelve (12) months of Mr. Siegner’s\nbase salary in effect immediately prior to the Separation Date, payable in monthly installments for twelve (12) months following the Separation\nDate; (ii) accelerated vesting of the final tranche of Mr. Siegner’s time-based RSU award (equal to 3,189 shares of common stock)\nand performance-based restricted stock unit award (equal to 2,963 shares of common stock) granted on June 30, 2023 under the Company’s\nSecond Amended and Restated 2017 Equity Incentive Plan (the “Equity Plan”), and (iii) subsidized COBRA benefits for a period\nof up to twelve (12) months from the Separation Date. The balance of Mr. Siegner’s outstanding restricted stock units and performance\nstock units granted under the Company’s Equity Plan will be forfeited in accordance with the terms of the Equity Plan and related\naward agreements.\n\n \n\nThe foregoing description of the Separation Agreement\nis only a summary and is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which is filed\nas an exhibit hereto and incorporated herein by reference."}