{"url_path":"/sec/rmsl/8-k/2026-06-04/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 Departure of Directors or Certain Officers; Election of Directors;","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-04","source_url":"https://www.sec.gov/Archives/edgar/data/1412126/0001213900-26-065063-index.html","accession_number":"0001213900-26-065063","cik":"0001412126","ticker":"RMSL","issuer_name":"RemSleep Holdings Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1412126/0001213900-26-065063-index.html","primary_entity_key":"0001412126","primary_entity_name":"RemSleep Holdings Inc."},"word_count":1211,"has_tables":true,"body_markdown":"**Item 5.02 Departure of Directors or Certain Officers; Election of Directors;\nAppointment of Certain Officers; Compensatory Arrangements of Certain Officers.**\n\n** **\n\nOn May 7, 2026, the Board accepted the resignations of Jeffrey Todd Marshall\nas Chief Executive Officer, Anita L. Michaels as Chief Operating Officer and Chairman of the Board, and Roman Israel Wood as President,\nTreasurer and Secretary. The resignations were effective May 27, 2026.\n\n \n\nOn May 27, 2026, the Board appointed Teresita Rubio as Treasurer and Chairman\nof the Board, Sanja Pekovic as President and Chief Executive Officer, and Irina Veselinovic as Secretary, effective May 27, 2026.\n\n \n\nOn June 1, 2026, the Board accepted the resignation of Sanja Pekovic as\nPresident and appointed Peter Downey as the Interim President, effective June 2, 2026. Sanja Pekovic continues to serve as Chief Executive\nOfficer unless otherwise directed by the Company. Sanja Pekovic will focus on medical aspects of her new role, utilizing her medical background\nin soliciting facilities for research and development (R&D) opportunities for Rem Sleep Holdings Inc . Peter Downey mandate will be\nto focus on corporate matters of RemSleep Holdings Inc sales and revenue-generating opportunities in the e-commerce space.\n\n \n\nThe Board resolutions adopted on June 1, 2026 provide that the President\nshall not have authority, acting alone, to issue or authorize shares of the Company, withdraw, transfer or otherwise remove funds from\nany Company bank account, or execute documents or instruments or otherwise bind or act on behalf of the Company, unless such action has\nbeen reviewed and expressly approved in writing by both the Secretary and the Treasurer. The resolutions further provide that the Chairman\nretains authority, power and control with respect to the Company’s preferred shares, including rights, approvals, consents, voting control,\ndesignation, issuance, transfer, conversion, amendment and other actions relating to such preferred shares, subject to the Company’s governing\ndocuments, applicable law and duly adopted resolutions.\n\n \n\nThe information required by Items 401(b), 401(d), 401(e) and 404(a) of\nRegulation S-K with respect to each newly appointed officer and director, and the description of any material plan, contract or arrangement\nentered into or materially amended in connection with the appointments, is not available at the time of filing and will be provided by\namendment to this Current Report on Form 8-K within four business days after such information is determined or becomes available.\n\n** **\n\n****\n\n1 \n\n** **\n\n**Appointment of Peter Downey – President -**Strategic and results-driven\nExecutive with over 25 years of experience in alternative finance, investment banking, and business development. Proven track record in\nspearheading multi-million dollar capital acquisition projects, managing high-performing sales teams, and streamlining operations through\nAI and automation. Expert in business acquisition M&A financing, and commercial lending, with a focus on delivering high-velocity\ngrowth and relationship-focused capital solutions.\n\n** **\n\n**Appointment of Dr. Sanja Pekovic D.Sc. – CEO -** Dr Sanja Pekovic,\nis a Principal Scientist and Project Leader at the Institute for Biological Research “Sinisa Stankovic” (IBISS), a University\nof Belgrade member since 1986, and Head of the Department of Neurobiology since 2006. She is a Professor of Experimental Models of CNS\nDiseases at PhD studies in Neurosciences at the Faculty of Biology, University of Belgrade, and Invited lecturer at PhD studies in Neurosciences,\nSchool of Medicine, University of Belgrade, course: Molecular Biology of the Nervous System. Dr Pekovic is a permanent member of the Working\nGroups representing Serbia in the following COST (European Cooperation in the Field of Scientific and Technical Research) actions: COST\nB10 (2001-2005) and COST B30 (2006-2010). Dr Pekovic participated as one of the project leaders in the preparation of several FP6 and\nFP7 European projects, and is a participant of a German-Serbian collaborative project (2010-2012). Also, she is a member of the Scientific\nand Organizing Boards of several conferences and congresses with international participation, and a member of IBISS Scientific Council\nand the Steering Board of the Association for Advancement of Clinical Research of Serbia. The focus of her research is on translational\nmedicine and therapy of brain injury, multiple sclerosis, neurodegeneration, neuroinflammation, brain plasticity, and currently on early\nand sensitive biomarkers of neuroinflammation and neurodegeneration in serum and CSF of patients with traumatic brain injury.\n\n** **\n\n**Appointment of Teresita (Teresa) Rubio – Treasurer and Chairman\n-**At the early age of 19, Teresa began working at one of the top retail stores in Argentina while continuing her studies in the field\nof Accounting, where she gained experience in the areas of bookkeeping, accounting, and controlling. After graduating as an accountant,\nshe moved to Canada to pursue her career in her field of specialty by working at a Technology and Consulting Firm, where she gained technical\nexperience and acquired a high degree of management as well as organizational skills. Teresa’s ability to meet deadlines, manage projects,\nmultitask, and implement bookkeeping systems has made her a top Finance and Administration Manager. On many occasions, Teresa’s ability\nto speak four (Spanish, Italian, Portuguese, and English) languages has helped the company with foreign clients. Currently a retired snowbird.\nTeresa makes her home in a suburb near Toronto, Ontario, Canada and snowbirds in South Florida.\n\n** **\n\n**Appointment of Irina Veselinovic – Secretary -**Irina Veselinovic\nhas been a successful entrepreneur for over a decade and was recognized as a successful woman in business in 2024. She has extensive experience\nin business development, administration, accounting, investor relations, financial management, and corporate leadership. Ms. Veselinovic\nhas worked with private companies for nearly two decades, during which time she developed strong leadership, administrative, accounting,\ninvestor relations, and financial intelligence skills. Her creativity and entrepreneurial versatility are also reflected in her professional\nendeavors in the interior design and fashion industries. In addition, Ms. Veselinovic has been involved with publicly traded companies\nfor approximately 15 years, where she further developed her knowledge of corporate administration, public company reporting obligations,\nand legal compliance requirements. She has served as Chief Executive Officer and Secretary of several public companies.\n\n**** \n\nOn June 2, 2026, the Board of Directors (the “Board”) of RemSleep\nHoldings Inc. (the “Company”) approved compensatory arrangements for Scott Hasselbring and Roman Israel Wood in recognition\nof their extraordinary services to the Company during a period of transition and asset preservation.\n\n** **\n\n**Compensation for Scott Hasselbring**\n\n \n\nThe Board has authorized the issuance of 15,000,000 shares of the Company’s\nrestricted common stock to Scott Hasselbring, in his capacity as the Executor of the Estate of Thomas Wood. This grant is intended to\ncompensate Mr. Hasselbring for specialized services rendered in the preservation and management of Company assets, as well as additional\nprofessional obligations performed outside the scope of his duties as Executor of the Estate.\n\n** **\n\n**Compensation for Roman Israel Wood**\n\n \n\nThe Board has reached a definitive agreement with Roman Israel Wood regarding\ncompensation for his dedicated services and operational involvement with the Company from mid-February 2026 through June 1, 2026. Instead\nof cash compensation, Mr. Wood has agreed to a full and final settlement of his claims for services rendered in exchange for a one-time\nissuance of 30,000,000 shares of the Company’s restricted common stock.\n\n** **\n\n****\n\n2 \n\n** **\n\n**Terms of Issuance**\n\n \n\nThe shares described above will be issued as “restricted securities”\nunder the Securities Act of 1933, as amended. The certificates or book-entry accounts representing these shares will bear customary restrictive\nlegends prohibiting the sale or transfer of such shares absent an effective registration statement or an applicable exemption from registration\nrequirements."}