owlt-20230327

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 27, 2023

(Exact name of registrant as specified in its charter)

Delaware

001-39516

85-1615012

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(I.R.S. Employer
Identification No.)


3300 North Ashton Boulevard, Suite 300 Lehi, Utah			84043
(Address of principal executive offices)			(Zip Code)

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

____________________________

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:


o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Class A Common stock, $0.0001 par value per share

OWLT

New York Stock Exchange

Warrants to purchase Class A Common Stock

OWLT WS

New York Stock Exchange

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

Emerging growth company x

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.o

Item 1.01. Entry Into a Material Definitive Agreement.

On March 27, 2023, Owlet, Inc., a Delaware corporation (the “Company”), and Owlet Baby Care, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (“OBCI” and, together with the Company, “Borrower”), entered into a First Amendment (the “SVB Amendment”) to the Third Amended and Restated Loan and Security Agreement (the “Loan Agreement”) with Silicon Valley Bank, now a division of First Citizens Bank and Trust Company, that (i) deferred certain payments of principal by the Borrower until September 1, 2023, (ii) waived certain stated events of default, (iii) expanded the eligibility of inventory and accounts that the Borrower can borrow against, (iv) modified certain financial covenants required of the Borrower, and (v) made certain other revisions to the Loan Agreement. The SVB Amendment reduced the liquidity threshold from $25,000,000 to $15,000,000, and replaced the minimum net revenue covenants with covenants measured by adjusted EBITDA, as defined in the SVB Amendment.

The foregoing description of the SVB Amendment does not purport to be complete and is qualified in its entirety by the full text of the SVB Amendment, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

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

On March 29, 2023, Mr. Nathaniel Yoo, Senior Vice President and Chief Accounting Officer and principal accounting officer of the Company, tendered his resignation from the Company, effective March 31, 2023. On March 30, 2023, the Company’s Board of Directors appointed Kathryn R. Scolnick, the Company Chief Financial Officer and principal financial officer, to also serve as the Company’s principal accounting officer, effective with Mr. Yoo’s departure.

Ms. Scolnick’s biographical information is disclosed in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on May 2, 2022 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

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.


	Owlet, Inc.

Date: March 31, 2023	By:	/s/ Kathryn R. Scolnick
	Name:	Kathryn R. Scolnick
	Title:	Chief Financial Officer


Exhibit No.						Description


10.1						First Amendment to the Third Amended and Restated Loan and Security Agreement, dated March 27, 2023, between Silicon Valley Bank, as bank lender, and Owlet, Inc. and its subsidiary, Owlet Baby Care, Inc., as borrowers.

104						Cover Page Interactive Data file (the cover page XBRL tags are embedded within the Inline XBRL document).