Blueprint

Oregon	0-21522	93-0981021
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock,	WVVI	NASDAQ Capital Market
Series A Redeemable Preferred Stock	WVVIP	NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

On September 11, 2019, the board of directors of Willamette Valley Vineyards, Inc. (the “Company”) appointed Mr. John Ferry as the Company’s Chief Financial Officer effective September 16, 2019.

Mr. Ferry, 53, has previously served as President of Contact Industries, a wood products based OEM supplier from November 2014 until July 2019. He has also served as CFO of Lifeport Inc. a division of Sikorsky Aircraft from April 2012 to November 2014 and CFO and President of CNC Diversified Manufacturing from May 2007 to November 2011. Further, he has served in senior financial leadership positions in various Aerospace related industries dating back to 1996. Mr. Ferry has earned an Executive MBA from Bath University, in England, and a MA Hon’s degree in Accounts/Economics from Dundee University in Scotland.

Mr. Ferry was not appointed as the Company’s Chief Financial Officer pursuant to any arrangement or understanding with any other person.

Mr. Ferry has no family relationships with any current director, director nominee, or executive officer of the Company, and there are no transactions or proposed transactions, to which the Company is a party, or intended to be a party, in which Mr. Ferry has, or will have, a material interest subject to disclosure under Item 404(a) of Regulation S-K.

Under the terms of an employment agreement between Mr. Ferry and the Company (the “Employment Agreement”) dated September 11, 2019, Mr. Ferry will receive a base salary of $140,000 per year. Additionally, Mr. Ferry is eligible to receive an annual performance-based incentive payment of up to $15,000. Performance goals will be established annually between Mr. Ferry and the Company’s CEO.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the complete copy of the Employment Agreement which is filed herewith as Exhibit 10.1

Mr. Ferry is replacing Mr. Richard Goward who announced his intention to retire from the CFO position on July 18, 2019. Mr. Goward will continue his employment with the Company during a yet to be determined transition period.

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.

For the first year of employment, an incentive of up to $15,000 will be available. Terms to be mutually agreed upon with CEO within 90 days of employment.

The current, standard company health, life, worker’s comp, and dental insurance coverage are offered per company policy and current plans. Eligibility for other benefits, including the 401(k) and tuition reimbursement, will generally take place per company policy after one year. The employee contributions to payment of benefit plans are determined annually.

Employee will start with, and continue earning, 4 weeks of paid vacation per year (typically the maximum earned after 10 years of employment per the Employee Handbook).

So long as the Company employs the Employee, the Employee will not perform services for or own an interest in any business that competes with the Company (except as negotiated between Employee and Employer in writing, and attached as an addendum prior to hire date). At termination of employment, for any reason, Employee shall not perform services for any wine distributor, wine supplier, or any Oregon wine producer for the period of eighteen (18) months.

Employee shall not use or disclose any Company confidential information either during or after their employment with the Company.

Confidential information includes, but is not limited to: sales prospects lists, trade secrets, economic and asset data, sales and marketing data, production data, customer and supplier relationships and personnel information of the Company, disclosed or known by the Employee in the course of their employment with the Company, not generally known outside of the Company, and related to the actual or anticipated business of the Company.

Employee acknowledges that the Company shall own all confidential information, inventions, and other writings; marks or processes related to Employer’s business that Employee creates or develops during their employment with the Company. Employee shall immediately notify the Company if they create, develop or discover any item that, under the terms of this clause, belongs to the Company and The Employee will cooperate in the Company’s efforts to secure its rights in any such item.

In addition, I acknowledge that all intellectual property including images and electronic data used or created for the Company is and remains the sole property of the Company and cannot be used in any fashion outside of the Company without the written expressed permission of the CEO of the Company.

No attempt to hire, recruit or otherwise engage current WVV employees will be made the Employee during or after their work with the Company without written expressed permission of the CEO of the Company.

Employee agrees to allow the Company to use their name, photograph, and professional history in its advertising, sales, and informational material without any further compensation or remuneration other than as provided in this Agreement, including the use of such advertising, sales and informational material after Employee’s employment with the Company terminates so long as the advertising, sales or informational material was originally produced before Employee’s termination and is not used in a manner intended to deceive actual or potential customers, suppliers or investors of the Company.

The Company, without further compensation or remuneration to Employee, may use items created or copyrighted by Employee prior to his employment by the Company, but such use by the Company shall not affect Employee’s continuing ownership of the items.

Your employment at Willamette Valley Vineyards is at-will and either party can terminate the relationship at any time with or without cause and with or without notice for any reason other than those prohibited by law.

You acknowledge that this Employment Agreement, (along with all referenced documents provided to date), represents the entire agreement between you and Willamette Valley Vineyards and that no verbal or written agreements, promises or representations that are not specifically stated in this agreement, are or will be binding upon Willamette Valley Vineyards.

	WILLAMETTE VALLEY VINEYARDS, INC.

Date: September 16, 2019	By:	/s/ JAMES W. BERNAU

		James W. Bernau
		President

/s/ JAMES W. BERNAU
James W. Bernau, President & CEO, Willamette Valley Vineyards /S/ JOHN FERRY		Date
John Ferry		Date